Hard Habit To Break
by wemmawriter
Summary: Will is in a wonderful relationship with Holly; Emma is happily married to Carl.  But Will and Emma aren't over each other.  Will their constant run-ins bring them closer or tear them apart?  Will a departure enable them to reveal their true feelings?
1. Will's Point Of View

********  
>Author's Note<br>Hi there. This is my first fanfic...be gentle.  
>I started writing this when the Holly Holliday character was first introduced on Glee.<br>This is a Wemma fanfic, for Wemma fans.  
>I have stopped, started, rewritten and proofread, apologies for any errorsinconsistencies  
>Hope you like it.<br>********

It wasn't supposed to be this way.

Emma wasn't meant to be the rebound.

And I tried not to fall in love with anyone else; because I knew there was still hope for us.

But along came Holly.

She was a breath of fresh air for me, someone willing to step outside the boundaries, take risks and had no fear. Her personality was exciting, her enthusiasm for the Glee Club, the students and music made me see things in a whole other light. Holly was what I was missing. Holly. The very thought of her name made me think of Christmas, and this would be the first one without Terri by my side. Sure, she looked after me when I was sick (in more ways than one and I deeply regret what I did), but I could never think of returning to a relationship where I had to make sacrifices for my own pursuit of happiness.

The way Holly walked down the corridors of McKinley High was mesmerising. Her blond hair, so long and straight, moved along to the rhythm of her body. Everyone took notice of her. She always had a smile on her face and confidence shone through her form fitting clothes. This was the woman I needed to have in my life.

A glance here, a brush of the hand there, we seemed to always find a way to connect. Magnetism. I was drawn to her in so many ways, and it wasn't just physical. Sure, we kissed once. It was just a thank you kiss. Unplanned, yet it felt right. But, honestly, this was a chance to finally have a meaningful relationship with someone as passionate about the same things as me. A meeting of the minds. Genuine admiration and great conversation. She challenged me and made me feel good about myself, about what I was doing, about life.

But I still missed Emma.

Sweet Emma. The young woman who would lovingly look at me with those gorgeous eyes: so innocent yet so beautiful. From the moment I saw her walk through the gates of school, I knew she was special. But there was nothing I could do. Married to Terri, trying so hard to have a baby with the woman I was with since I was 15. Having a baby would be something to bring us together again. End all our problems. Maybe make me love her again. I had been with Terri all of my adult life, yet she still treated me like a child. And damn it, I took all her years of constant berating and beat downs. In hindsight, I should have put my foot down. Maybe I would have left Terri earlier.

Adorable Emma. Her strawberry blonde hair, which curled at the ends, framed that beautiful face of hers. She treated me differently. Attentive. Willing to listen. Always there to offer advice. Maybe I led her on, it wasn't my intention. But I didn't want it to stop. Something was growing between us. It was… magnetic. When I kissed her for the first time, wow. She looked at me, her eyes filled with such joy and excitement. I had never seen her so happy. And I was happy too.

Innocent Emma. She never realised how sexy her innocence was to me. When I think back, our 'run-ins' in school grounds, a brush of hands and stolen smiles were little flashes of innocent moments. Maybe some were planned by her, but I'm also guilty. I could feel her thumb tremble through her plastic gloves when she wiped the mustard from my 'cute Kirk Douglas chin dimple,' as she calls it. My heart beat just a little bit faster that day.

And I totally screwed it up. Royally. And not just the once. There was too much pressure on us to make it work. And we both wanted it to work so badly. People got in the way, like Sue Sylvester (how dare she plant ideas into Emma's mind!). And Shelby. And April. And Terri. Mistakes. I hope Emma never finds out about Terri and our little reunion. Big mistake. I'll have to tell her; our friendship can't survive unless we have honesty, and I need her to hear it from me. Not someone else where the truth becomes contrived and is laced with malice. Maybe if I was just honest from the start this whole debacle would never had happened and Emma would be in my arms now. And she wouldn't have that ring on her finger. Carl's ring.

I'm frustrated, angry and depressed at the same time. Some days I don't feel anything at all. Some days it's too much to think about. Just gotta keep on keepin' on.

I didn't mean for Emma to be the rebound. She was my best friend. And she deserves better.


	2. Emma's Point Of View

It's meant to be this way.

Me and Carl.

We love each other. He loves me and I love him. Yes, I love Carl. He's got perfectly straight teeth and a killer smile. And just like green and red grapes, I can mix up my different coloured paper clips and not care. Heck, even my hair doesn't need to be just so – in fact, it's nice to have it not so coiffed with the ends curled up. Yeah, straight is great.

I love Carl. Sometimes when in the dentist chair, helping him arrange the dental tools in order, I would steal a few glances at his perfectly chiselled features; that jet-black hair so neatly cut, his sideburns trimmed and squared. He'd look back at me with those brown eyes, and for a moment I would become lost in his gaze. When he finally asked me out, my heart fluttered. He understands me, and wants to work through all my crazy. And I'm thankful for that.

I love Carl. He's taken me to places I've never been, metaphorically speaking, of course. He's making me step outside my boundaries and try new things. It's freeing. Liberating. I'm discovering more and more about myself every day. Like last week, we went for a picnic and we sat on the grass… the grass! No picnic rug, nothing. The old Emma would have never, ever done that. But this is the new, improved Emma. Dirty skirt and all. Nothing a little soaking won't take out.

I love Carl. I mean I wouldn't have married him if I didn't. Going to Vegas was the most spontaneous thing I've ever done. On our wedding night he showered me with kisses, on my neck, my cheeks, my nose, my lips. My body naturally responded to his touch and we got so close to the big 'it', but I still couldn't go any further. I don't know what's wrong; intimacy is a slight issue for me, but Carl is helping me through it, one step at a time. He was so gracious and considerate that night. He's not only my husband, he's my friend.

But I really miss my best friend.

Sweet Will. He deserved so much better than Terri. What she did to him, although I can understand why, was just so wrong. This is a man that worked an extra job to earn more money for their dream house, while Terri wouldn't do the same. Will is so dedicated to school and Glee. His passion is endless. I always looked forward to lunch time, it was the chance to catch up and talk. No matter what, he would always be there for me and support not only my crazy but also offer a sympathetic ear and shoulder. He knows just what to say to make me feel better. I trust him and he trusts me.

Charming Will. Oh boy, just being in his presence made me melt. Actually he still does, in a small way. I know he was married, but I couldn't help a little innocent flirting, but in all honesty my skills in this department are somewhat lacking. There was a time when I ached just to be near him, wanted to share his bed, to feel his warm body against mine with his strong arms wrapped around me. I couldn't ever imagine that with Ken (that whole fiasco was a lapse in judgement, I really hurt him and I will forever feel ashamed for what I did). I can with Carl though and one day I'll explore my feelings further with him. I'm not ready just yet. Cuddling is nice.

Gorgeous Will. Both inside and out. I love the way he rolls he sleeves up when he's working, even if they aren't exactly even. The way his lip curls to the right when he's smiling. Dance moves to die for and a singing voice to boot. I would endlessly swoon over this man. I'm going to say it again: sunglasses are so sexy. Loving him from afar and yet being so close to him each day was tough. Inside I was dying. Many times I cried myself to sleep because this was the man I so wanted as my own.

After all we've been through; Will is still my best friend. I love Wi- _Carl. Carl_. I love Carl.

But lately…

Something has been a little off at school. Will hasn't stopped by my door anymore. In fact, I hardly see him, and when we do pass each other in the hallways, he averts his gaze. He's never done that before. I think he's taken the marriage news badly. Maybe I told him the wrong way. I asked him if we were okay. He said yes; I knew he was lying. I can tell. His answers become short and don't end with the same inflection. And when he finishes his sentences, he looks away. I've only known him for a year or two, but I know his body language so well. And I know when he's upset; his eyes say it all. They lose their shine. And they lost theirs the day I told him I was married to Carl.


	3. The Slushie Incident

Christmas break has come and gone so quickly. The students at McKinley High were back into their usual routine and New Directions was hard at work practising for Regionals, the thirst to beat Aural Intensity and The Warblers clearer than ever. This was their year. After the heartbreak of losing last year, they weren't going to let this slip away. Will had, this time, given the song choice reins to the Glee kids, and was impressed by their selection, as well as their choice to write their own songs.

After Regionals, their next big event was to perform at the Junior/Senior Prom. This would be their first time performing at the Prom, they were eager to show the rest of the school what they could do. If they did win at Regionals, this would be something under their belt that would stop the Slushie War and maybe, just maybe, change student perception about Glee Club. But at the moment, they were a long way from achieving the status of 'cool'. Will hoped the Prom would be the turning point for the club, and being fresh off a Regionals win, would boost the club's popularity.

Will headed back to his office from today's Glee rehearsal, smiling. As he entered the room, there was Holly, now the Sex-Ed teacher, sitting in his chair. Will was so happy she was offered a full time position; and there was no one better that could approach such a sensitive subject like Sex Education. She could relate to the students on their level, something the previous teacher wasn't able to achieve. Holly grinned when she saw him and jumped out of the chair. Will met her at his desk.

"Hey honey," she smiled, kissing him on the cheek. Holly nuzzled into his neck and gave him a hug.

"Hi Holly," he replied, giving her a quick peck on the lips, squeezing his arms around her tighter.

"So," she began, giving him another kiss on the cheek, "Maybe tonight, instead of going out, we could just have a quiet dinner at my place?" Another kiss.

"Sounds great Holly; I've got a few things to finish up with here, so how about 7:30? We'll order a couple of pizzas?" Will played with her blonde locks, kissing her first on the forehead, then top of the nose and then hard on the lips. Holly responded, deepening the kiss. "Mmmm… great, I'll be waiting." One more kiss and then as she was leaving, Will teased "So, class went well today?"

"Oh, yeah," she beamed and turned down the hallway.

Will smiled to himself. Holly and him were working out perfectly. He sat down at his desk and began to grade Spanish tests, his mind wandering back to the sweet taste of Holly's lips. Yeah, he thought, this could turn into something great.

"See ya later, Mr Schue!" Finn and Puck called out as they walked passed Will's door. Will looked up and waved to the boys, wishing he could just drop everything and go to Holly's. But, alas, the Spanish tests weren't going to grade themselves.

Finn and Puck continued to walk down the hall past Mrs Pillsbury-Howell's office. Emma was just finishing organising her SAT paperwork for next week. She smoothed her outfit, a flower-patterned skirt with a matching white ruffled blouse and red beaded cardigan. She did one last look around her office, stepped into the hallway and locked the glass door, handbag over her shoulder, carrying a pile of books and files. _This should keep me busy tonight_, she thought to herself. Carl had called about ½ hour earlier; he had an emergency root canal, which was going to take up most of his evening.

Emma strolled through the hallway, lost in her thoughts. Ahead of her were Finn and Puck, who had now been stopped by Karofsky and Azimio, both jocks and enemies to the boys, especially after all the trouble with Kurt. Emma could hear their voices escalating, and hurried her steps towards them.

"Boys," she called, "Boys, what seems to be the problem?" Her heels clicked on the floor, quickening as she edged closer, their voices now at yelling level. "Hey, did you hear me?"

Without warning, Finn and Puck ducked, and for Emma it was too late. The blue, icy mass of four extra large Slushies hurtled towards her. Emma could only watch; her reaction time was too slow. She watched eyes wide, full of panic and as frozen as the drink hit her hair, face, blouse and all that she was carrying. The books, files, everything flew up in the air and landed around her, like some decided to play 52 pick up. Her heart began to beat faster, shallow whimpering noises coming from her mouth. Karofsky and Azimio bolted. Finn and Puck got up and charged at the boys, but rushed back when they heard Emma's cries.

"I-I… I…" she squeaked, her voice increasing in pitch. The blue icy mess began to melt down her face, seeping into her new white blouse and down the rest of her front. Emma couldn't move; all she could do was look at the mess that surrounded her. Her eyes met Finn and Puck. They stared back, just as stunned as she was.

"Miss Pillsbury, are you okay?" Finn asked.

"Help me, can't move," she pleaded in a small voice. _This can't be happening, this can't be happening_, her thoughts tumbling over one another. Her heart felt like it was going to burst and a wave of panic began to take over.

"Miss Pillsbury, don't panic, Mr Schue's still around, I'll go get him!" Puck replied, as he ran back to Mr Schuester's office. Emma still stood where she was, drops of blue slushie making a small puddle on the floor. Finn held her hand, now sticky from the slushie and patted her back.

"It's okay Miss Pillsbury," his voice soothing over her gulps of air, "Mr Schue will be here soon, we'll help you, it's okay." He smiled at her, nodding encouragingly. She smiled a tiny smile back.

Footsteps thundered down the hallway, Mr Schue stopped and gasped at what he saw.

"Oh gosh, Emma, what on earth happened?" Will questioned.

"I…I…," she began, but the boys finished for her.

"It was those jerks, Karofsky and Azimio. Those punks tried to get us with the slushies, but we ducked and didn't know Miss Pillsbury was behind us… and, well, they got her instead," Puck explained. "But they bolted…don't worry, Miss P, we'll take care of them!" His voice grew louder as his face got the usual smirk when he was planning revenge.

"Yeah Miss P, we'll fix 'em!" Finn agreed, punching his fist into his hand.

"Wait, wait, wait guys," Will started putting his hands up, "No one is going to fix anyone; I'll sort it out tomorrow. In the meantime guys, go home, I'll look after Miss Pillsbury."

"Okay Mr Schue. Miss P, you'll be alright, you're in capable hands," Finn said. With that, Finn and Puck headed towards the school exit.

Will looked at Emma again. She had been standing there the whole time, hardly moving, still trying to work out how she now looked like a human sized Smurf.

"Emma? Emma?" Will called her name, "C'mon, let's get you cleaned up. Have you got some wipes?" She pulled out a fresh packet of wipes from her handbag. He grabbed her by the hand and beckoned her to come with him to the teacher's lounge. She looked at him and nodded. "It's okay Em, you'll be fine." He smiled one of his crooked smiles and she could feel herself relaxing. Emma looked back at where she was slushied, all her books and files scattered and starting to stain and a blue trail following behind her.

"My stuff… what am I going to do, look at that mess, everything's ruined," she began, her eyes welling up with tears. _Don't cry Emma, _she thought, _don't let him see you cry. Remember what Carl said? Everything is fixable. It doesn't matter._ Of course, that was when he was in a caring mood; otherwise it would be a little bit harsher. She repeated the former mantra in her head, exhaled and turned back around. Will stopped and turned to face her, putting his hands on her shoulders.

"Em, don't worry, we'll get everything cleaned and it will be all the same again, you'll see, okay?" Emma met his eyes; she could see the same concerned look he had when Terri had purposely rubbed her fingers on the mug she was drinking from. She nodded again, tears beginning to fall down her face, the rivulets warming her skin. Will, hesitating at first, placed a light kiss on her forehead.

"Mmm," he licked his lips, "Blueberry." Emma, taken aback by the kiss, let out a tiny chuckle. Will grinned, _at least she's smiling again,_ he thought.

They arrived at the Teacher's lounge. Will sat Emma down in a chair; they both took a wipe and started to gently clean the now sticky and drying blue from her skin.

"Hey, look, we match!" Will exclaimed, indicating to her blouse. Will was wearing his usual periwinkle vest over a white business shirt with the cuffs rolled up. He seemed to wear that vest more that the others, it was Emma's favourite colour and she used to take pleasure when their clothes matched. They both laughed.

"You know," Will started, "I don't think wipes are going to cut it this time. There's a shower in the bathroom, why don't you take one now? Have you got a change of clothes and a toiletry bag in your office? What about a towel?"

Emma smiled shyly. "Of course I do. In the bottom drawer of my desk. You'll need my key," motioning to her handbag.

"I knew you would, I'll go grab everything and then you can shower. I'll look after the mess in the hallway as well," he replied, patting her on the knee. "I won't be long." He took the key from her bag and left the lounge.

It wasn't hard to find everything. Emma's bottom drawer was neatly organised, a spare change of clothes was in a ziplock bag, as was her towel, and her toiletry bag, pink with a purple bow laid on top. _That's my Emma_, he thought, and quickly returned to the lounge so Emma could take a shower. _No, actually, that's Carl's Emma_, Will realised, correcting himself.

"Here you go, Em, I'll wait for you, let me know if you need anything else, okay?"

"Sure thing, Will." He turned to exit.

"Oh, Will?" She called out.

"Yeah?"

"Thank you."

Will nodded. "Anytime."


	4. After The Slushie Incident

On his knees, Will began to pick up the files and books one by one. Not one item was spared the blue deluge that happened that afternoon. As he gathered everything into one pile, he stopped the janitor on his daily clean of the school and advised him of the spillage. The janitor went to work on the floor and Will returned to the lounge, hoping to salvage what he could by using the wipes.

Amongst all of Emma's paperwork and books, which were now, almost all blue-free, Will came across a copy of the 2009 Thunderclap. Will wiped the covers and spine and began to flip through the pages. The Cheerios dominated the annual, and, so did Rachel, Will noted, her face appearing in almost every club or extra-curricular activity that was on offer. Will reached the faculty pages, and did a double take when he saw his 'Teacher of the Year' photo. Around his head and torso was a perfectly symmetrical heart in black permanent marker. His own heart skipped a beat and he turned to the inside cover where he saw a nameplate. _From the Library of Emma Pillsbury_. He read it again and turned back to his photo. He traced around the heart with his finger. _Emma_.

Will leaned back into the lounge chair, closing his eyes. He let his mind wander back through his and Emma's all-too-short but sweet romance and their amicable break-up. _Well, it wasn't really a break-up_, Will thought, _more of a hiatus_, which consequently back-flipped into an embarrassing confrontation in the lunchroom. He softly sighed, lamenting over his feelings and what could have been when one sudden thought brought him back to reality. Holly. _The woman I'm trying to have a relationship with, falling in love with_. Will looked at his watch. 5:30pm. Where had the time gone? He quickly closed the yearbook shut and shoved it between Emma's other books, and finished cleaning the rest of her files. The cleaning wasn't perfect, but it would have to do.

Emma loved the warm beads of water trailing over her back and chest, removing all traces of the slushie. Still shaken up over the incident, Emma broke down in tears, but tried to keep as quiet as possible so Will wouldn't hear. She disliked being so vulnerable. She put her head under the shower and washed her hair with the new bottles of shampoo and conditioner. After that, Emma lathered up for a second time, just to make sure there was no more blue in sight. She turned off the taps and dried herself, before changing into her emergency set of clothes. A small hair dryer was on the bathroom sink and she lightly dried her hair.

"Hey, Will?" Emma opened the door to the bathroom and popped her head through the gap.

"Yeah, Em?" Will got out of the chair and walked towards the bathroom.

"I just realised, Carl, drove me to work today and now has to stay late; I was going to catch a taxi, but is it possible for you to drive me home? The last time I waited 45 minutes before my ride showed up. You don't have any plans, do you?" She asked, hopefully.

Will paused, remembering Holly was waiting for him, but it wasn't for another two hours, and it wouldn't take long to drive to Emma's before spending the evening with Holly. It was so long that he and Emma had a decent conversation; he really wanted a few moments with her, just to catch up and see what was happening in her world.

"I'm meeting someone later on, but that's not until late this evening, so I'll be more than happy to chaperone you home."

"Oh, Will, I can't thank you enough for everything today, it's so kind of you." Emma stepped out of the bathroom, dry with clean clothes. Her porcelain white skin with a touch of freckles was back to normal. In her right hand, a plastic bag contained her neatly folded soiled clothes, in her left, her favourite pair of gold Mary Janes. Her ginger hair, slightly damp, had curled from her now-normal straight hair. Emma smiled, happy to be all nice and clean, even if the shower did take 30 minutes.

Upon a closer look, he could see her eyes were slightly puffy and red, as if she had been crying. He didn't want to upset her further; instead, he tucked a rogue curl behind her ear.

"Em, your hair looks really pretty curled, you should wear it to work like that every day." Their eyes met for a brief second and they both turned away, sharing an awkward chuckle.

"Umm, th-thanks. Carl doesn't like it like this; he prefers it straight," Emma replied softly and cleared her throat. "I-I just need to clean my shoes, and then we can go," she continued, changing the subject.

"I'll do that for you, just take a seat." Will took the shoes from her hand, the very same shoes she left at his place the night they were going to do, in her words, 'the nasty'. Will grabbed one of the last wipes and polished the shoes until they gave their usual sparkle.

"Okay, Cinderella, your shoes are ready." He grinned as he displayed the shoes, and with Emma's nod of approval, kneeled and slipped the shoes on her feet. Emma blushed at his words, she flashed back to the last time he called her Cinderella, out in the school yard after he removed the pink gum from the soles with his credit card. _His credit card_. He was so sweet helping her like that, where even the slightest mess meant a small panic attack to her.

He helped her to her feet. "Let's go." Emma grabbed her handbag and they closed the door.

Will carried her files out to his car and placed them on the back seat. He opened the door for Emma and she got in and buckled her seatbelt. His car wasn't much, at least the muffler didn't drag on the ground anymore, but he loved it. He apologised to Emma for the mess, knowing it wasn't as clean as he'd like it, or she'd like it.

"That's okay, Will, it's not a problem," she said confidently as he drove out of the car park. The first few minutes of the drive back to Emma's, they sat in silence, the hum of the engine and the radio providing the only noise. Emma looked out the window, catching her reflection in the glass and watching all the scenery whiz by. Trying to keep calm and not have another breakdown was tough; she had a lump in her throat and tear gently rolled down her cheek. It wasn't until Will stopped at the next set of traffic lights he could hear a small sniffle from his passenger.

"Is everything alright Em?" Will questioned.

"Umm, yes, every-everything's fine." Emma continued to stare out the window, avoiding his glance. She'd breakdown again if she caught a glimpse of his face.

"Okay," Will pretended all was good. "Do I just turn left here?" Will hadn't visited Emma and Carl's place before, he was invited at Christmas, but couldn't bear the thought of spending the evening with Carl.

"Yeah, uh, it's the third house on the right." Emma grabbed a tissue out of her handbag and dabbed her eyes. _No more crying now. You're a big girl_.

Will pulled into the driveway and gazed up at the two-storey house in front of him. _Dentist's salary_, he thought to himself. He parked the car and ran around to open the passenger door for Emma. He helped collect her belongings and they walked to the front door. Emma found her house keys, unlocked the door and turned on the lights. Will scanned the room. Everything was monochromatic, from the white tiled floors to the black lounge suite. Minimalist. Not a mess anywhere, which wasn't at all unexpected. But to Will, the house seemed stark and empty, not a home.

"Wow, what a nice place, Em," he said, although to him it wasn't something he'd go for.

"Thanks, you can just put everything down over there," Emma replied, pointing to a small table near the kitchen. "Can I get you a drink or something?"

"Yeah, just water would be great," he answered. Emma retrieved two glasses from the cupboard and the water from the fridge. She poured the water and handed one of the glasses to Will. He took a sip and began to speak.

"Um, Emma", he paused, "Please stop me if I'm stepping beyond my boundaries here, but is everything alright? I mean, I know you said it was, but I've known you for too long to know when you're not exactly telling the truth…" his voice trailed off when he saw her bottom lip quiver.

"I-I-I thought I was getting better!" she blurted out, and began crying into Will's shoulder. He wrapped his arms around her and held her close, gently rocking her, until the crying subsided.

Will put his hands on her shoulders and peered directly into her eyes. "Shhh, you are getting better Emma, can't you see that? Today was an exception. It takes a long time to overcome your fears; you just need to take it one step at a time. And you're doing that."

"But I'm a guidance counsellor, Will, how am I supposed to give guidance to students when I can't even cope with something like this? I couldn't even _speak_! I can't give guidance when I can't take my own guidance on board! Look at me, I'm a mess!" She crumpled into a ball on the floor, burying her face into her hands, and began sobbing uncontrollably.

"Em, you're not a mess, and you can cope with anything, you're wonderful at your job, no one in the world would doubt that," he reassured her, sitting on the floor with her. "I hate seeing my best friend like this, don't cry Emma, please, what would Carl say if he saw you like this?" Will placed his right arm over her shoulder, holding her close. He was very worried about Emma and couldn't leave her now to see Holly, not when she was upset like this. Holly would have to wait.

Emma peered out from her hands, her face tear-stained and focussed on Will. His eyes, so calm and reassuring, met hers, and she felt instant security. It was nice for a change to have someone care so much about her. Normally Emma would hide her real emotions from Carl. He was always telling her to get over it and suck it up. Sometimes she just couldn't. "Can you stay with me until Carl gets home? I don't want to wait by myself."

Will nodded; the pleading in her eyes made it difficult to say no. "Anything for you Em, let me just make a phone call," he hugged her again and placed a small kiss on the top of her head. "Go lie down, Em. I'll check on you in a moment."

Will walked to a corner in the house, grabbed his mobile out his pocket and called Holly. The phone answered after two rings.

"Hey Holly, it's Will here."

"Hiya, sexy, can't wait to see you," she whispered into the phone, giving Will goosebumps. He loved it when she called him sexy.

"Umm…about that. I've got a small issue which needs my attention; it's going to take a while, nothing serious. I'll swing by a little later, okay?" Will hoped that she wouldn't mind, it was rare of him to break a date, but Emma needed some company right now.

"Oh," she sounded disappointed, "I guess that's okay, I'll just, uh, see you when I see you, hon."

"Thanks, babe, I'll make it up to you I promise, 'bye." Will closed his phone and turned back to the kitchen. Emma was leaning against the kitchen bench, wiping her eyes and drinking some water. "Hey," he said to Emma, "You're not resting."

"Will, I'm so sorry, I'm being completely selfish, I don't want you to change your plans because of me." Emma spoke softly.

"How did you –" Will started, but was interrupted.

"You weren't exactly talking quietly and the house has a terrible echo," Emma explained.

"Oh, you heard everything, then?" Will furrowed his brow.

"Most of it, look, I'm a big girl, I can take care of myself," she could hear Carl's words running through her mind. She closed her eyes and put her hands to her head.

"Even big girls need some TLC." Will took her hands and walked with her to the couch.

"I'm tired of crying in front of you, Will, you must think I'm some sort of blubbering idiot," Emma started.

"Never in my life have I thought that. It just means that you trust me, you can let your guard down in front of me and I will always support you, no matter how big or small your problems are. I'm there for you – as I said, you're my best friend, and best friends don't abandon each other when you need them the most." He put his arm around her shoulder and she rested her head on his.

"I miss my best friend terribly, Will. I miss our conversations and having lunch together. I know I caused you so much hurt, but I need someone to talk to, someone who isn't Carl." The honesty in Emma's voice resonated through Will. She draped her arm around his middle and snuggled in closer.

"I'll always be here." Will let Emma rest on him, until her breathing became steady and she was almost asleep. He rubbed her arm and kissed her again on her ginger locks.

"Em? Em, I'll take you to bed okay?" Will picked up her almost limp body and carried her over-the-threshold style into the master bedroom. He laid her down on one side and undid the other before laying her body underneath the covers.

Emma, a little groggy, looked at him and asked, "Who are you meeting up with?"

"Um, it's Holly, actually," Will replied nervously.

"Do-do you love her?"

"Well," Will cleared his throat, "I have a great admiration for her and I enjoy her company. I really, really like her, and I hope she feels the same. We have some of the same interests, you know and just enough differences to make it exciting. But I am falling for her..." Will smiled fondly at something in the distance that only he could see. Emma saw the happiness in his eyes, and couldn't help but feel a pang of jealousy creep over her tired body.

"I'm happy for you, Will. I really am." Emma smiled as her eyes flickered shut. She was finally asleep. A last glance at the sleeping beauty that was Emma, and Will tiptoed out of her room, through to the kitchen and out of the house, locking the door behind him. Pushing his thoughts of Emma aside, he jumped into his car and started the engine. It was time to see Holly.


	5. Will and Holly  Y'Know

Will knocked on Holly's apartment door. He hoped that she wasn't too disappointed that he was late. The green door opened and Holly appeared, beckoning him inside. She closed the door and without warning, pinned Will against it, pressing her lips against his, her tongue sliding gently into his mouth. Will's hands found her hips and they slowly made their way up to her hair, taking in every curve along their journey. Their kissing grew more intense and audible, with one small moan responding to the other. Holly pushed her hips firmer against his and started to grind, continuing her kisses down to his neck. Will moaned louder and spun Holly around so now she was the one between the door and him. He started to undo the first couple of buttons on her blouse; just enough so he could expose her shoulder and planted kisses all the way along her neckline. He looked at Holly and panted, "Hi."

"Hey babe," she answered, also breathless.

"Screw the pizza," Will exclaimed.

"Actually, I'd rather screw you," Holly smirked. She pushed away from the door, walking Will backwards until they collapsed on the couch together. She pulled his vest off and proceeded to undo each button on his business shirt. As each button was undone, she placed small kisses down the middle of his body, over his smooth chest and hard stomach. Will could do nothing but watch, as she made her way down to his belt buckle and tugged on it, eager to undo. He felt himself bulging underneath his jeans, and assisted Holly in the unzipping and then sliding down his boxers. Eager to begin, she straddled his hips, leaning over to place a fiery kiss on his lips, nipping and sucking on his bottom lip, then his neck, attempting to mark her territory. Will slid his hands up her blouse, trying to undo the clasp of her bra, without much success.

"Let me help you babe," Holly whispered in his ear. She ripped her blouse off, the last remaining buttons still in their buttonholes popping and landing on the carpet, exposing her lacy bra, which Will unhooked, tossing behind him. Will sat up and toppled on top of Holly, allowing him to trace circles with his tongue on her breasts. From left to right and back again, he softly moaned as he suckled her firm flesh, nibbling on her now-hard nipples. Holly let out a small cry, her fingernails digging into Will's back, as a shiver of pleasure ran up her own. She gripped his shoulders and rolled them both to her right, pinning Will to the floor.

"Two can play at this game," Holly exclaimed, lowering herself onto his length, arching her back to feel the full extent of his erection, her wetness providing the perfect lubricant for their passion. Will closed his eyes in sheer pleasure, a smile of ecstasy appearing on his face as he bucked into her. Holly glanced at his reaction; just knowing she was turning him on was all that mattered. _He deserves every happiness in his life_,she thought, _he's a wonderful educator and has a fine man-butt!_

"I'm so into you, Holly, I could stay like this forever," Will muttered, his eyes opening to catch a glimpse at the woman that was making him feel this way. Holly started to rock gently and Will clutched her hips, assisting her movements until they were in perfect sync. Feverish moans from both resonated through the apartment as they picked up tempo, each moan in response to the other. Will pulled Holly closer towards him, entangling his hands in her hair, gently massaging the nape of her neck.

"Oh, Will," Holly called out, "Just a little more, I'm almost there."

"Mmm, Holly, you're so good, stay with me, a little bit more."

Will could feel Holly's walls clamping around him, so tight it was uncontrollable, and as he spilled into her, both let out a last groan, before collapsing in a sweaty heap, panting heavily. Beads of sweat laced their faces, the afterglow providing salty kisses of delight as Will's tongue skimmed Holly's lips. Her cheeks, now rosy, became more flushed as Will whispered to her, "I love you." She kissed him back, nestling into his body. She placed her hand on his chest and with his arm wrapped around her they fell asleep in each other's arms.


	6. Carl's Big News

Emma didn't hear Carl come home. Her traumatic experience from that afternoon allowed her body to fall into a deep sleep. It was surprising she was able to sleep at all, as the moment kept playing about in her dreams, the same sticky outcome each time. Yet it was the knight in shining armour rescuing her from the perils of said slushie that her thoughts kept returning to. He changed all the time. Sometimes it was Carl, appearing in his dentist outfit, scooping her up and taking her away to a decontamination shower, her husband; her hero. But for the most part it was Will, that sweet man she was once in love with, who kiss her forehead and told her everything would be okay. Emma could feel Will's kisses on her cheek, each one hungrier with passion. She turned her head and met his lips, the smell of cologne lingering in the air, her nose detecting hints of sandalwood and musk. As she deepened the kiss, their lips slowly massaging each other, Emma moved her hands to his hair, but instead of getting caught in Will's curls like they used to, they slipped straight through. Still in the moments of REM, she furrowed her brow and wondered what Will had done to his hair. As her eyes flickered open, she was startled by the pair of eyes looking back and jolted upwards, breaking the kiss.

"C-Carl..?" her voice trailed off, confused at what was going through her mind, realising that it was _not_ Will in her bed, but in fact her husband, as was supposed to be. Emma rubbed her face, forcing herself to make sense of what just happened. _It felt so real, _she thought to herself, then scolding herself of the plausibility of her dream.

"Ems, babe, are you okay? I thought you were enjoying it, I'm really sorry." Carl leaned over her and placed another kiss on her forehead. Emma felt her heart thumping furiously, so loud it was almost deafening in her ears. Carl touched her neck; her pulse was rapid and her breathing getting faster.

"I-I'm fine honey, I was just having a bad dream, nothing to worry about," she replied, allowing Carl to hold her until her breathing had returned to normal. He fixed her a glass of water and she took a small sip before putting the glass on the bedside table. She looked at the time on her alarm clock: 11pm.

"Well, now that you're awake and feeling a bit better, I have some great news for you!" Carl exclaimed, sitting up in bed and taking hold of Emma's hand. Emma grinned back, wondering what the news could be. She nodded, indicating for him to continue.

"Hmmm… maybe I shouldn't, after all, you've had way too much excitement for one night," he teased.

"No!" Emma fought back playfully, tossing a pillow at him, "Tell me now!"

Carl laughed, catching the pillow and throwing it back. "Okay then, you've convinced me!" Emma rested the pillow in her lap, noticing that Carl couldn't contain it any longer.

"I got a promotion!" Carl bounced on the bed.

"Oh, honey, that's great, absolutely fantastic! Emma leaned in to kiss him on his stubbled cheek, that same cologne drifting her back to the Will dream. She paused for a moment and then snapped back to reality.

"Yeah, that's why I've been so busy of late, I'm really sorry, but I didn't want to tell you until I was one hundred percent sure it was going to happen. But I signed my new contract today. The pay is a generous increase and I will have a lot more responsibility because I'll be managing the business myself. It's been a dream of mine to own my own business and now it's coming true. You know, Emma, you've been a big part of my dream as well and I know we haven't been getting along like we used to, but this is going to be great for us. I'm so excited to be able to share this with you. I love you, so much, honey." He placed a tiny kiss on her lips; Emma couldn't help but smile and hug him tight.

"Oh, this is wonderful, Carl!" She gazed into his beautiful brown eyes. "I'm so happy for you, and for us." Their lips met again, and Emma's mind danced around the ideas of her and Carl being a happy family once more. _Maybe this will change everything, _Emma thought. _Maybe this time, maybe with Carl having a new passion, he wouldn't come down on me so hard about my mysophobia._ Emma decided not to tell him about what happened that day, for fear it would cause a rift. Lately Carl was tiring of Emma's 'crazy', as she liked to call it, but she was trying so hard to become a better her for his sake. And she would do anything to keep their marriage healthy.

"So, when does this all take place?" Emma continued, eager to find out all the details.

"Not for six weeks, but we've got a lot of work to do, like organising to sell our house, find some great removalists so our stuff doesn't get damaged and look for a new job for you."

"Hold on, hold on, hold on…" she threw her hands out, interrupting him. "What do you mean new job? Aren't you taking over this practice?" Her questioning looks surprised Carl.

"Didn't I tell you? The job is in Seattle…we're moving to Washington honey! It's going to be great, it's the perfect place to raise a family, and I want to have children with you, Ems, and I know we can provide for them a lot better if we move, instead of being stuck in this cow-poke of a town," he could feel a small twinge of annoyance building up inside, but kept calm while he awaited Emma's response.

Indignantly, Emma replied, "But I like living in this 'cow-poke' of a town. It's my home and yours too. Why didn't you discuss it with me first before signing? I don't want to move. All my friends are here-"

"You mean, Will's here," he replied sarcastically. Just saying his name made Carl's blood boil over with rage.

Emma closed her eyes and exhaled. "Don't make this about Will, Carl. He's got nothing to do with this. This is about you, me and our relationship. Two people make a marriage, and when you go about making decisions, big decisions, on your own, it doesn't work!" Her voice became louder and shaky, trying to stand up and fight for herself was not one of her strengths. Cool, collected reasoning was Emma's way, but Carl's words and his undying preoccupation about Will and Emma's friendship was starting to irritate her. This was not what she wanted out of their marriage; Emma was trying to do everything possible to salvage it and every time, Carl had a way of breaking it down.

Emma lay on her side, turning her back to Carl. A single tear dropped onto her pillow. Hurt, angry and upset, she shrugged off Carl's hand when it gently touched her shoulder.

"Ems, honey, don't be mad with me, please, I thought you'd love the idea. Let's not go to bed angry. I'm sorry for what I said about Will, okay?" Carl tried for a second time to rub her shoulder. This time, Emma placed her hand on his, stopping him.

"Just… just don't. I need some space right now," she spoke quietly, and sat up. Carl watched her slight figure tread wearily out of the bedroom and turn right. Emma was spending tonight in the guest room. Carl, defeated, buried his face in his pillow and attempted to sleep. He banged his fists on the mattress and wondered how could good news suddenly turn bad?

Emma let her body collapse onto the spare bed and instantly burst into tears. She didn't want to leave McKinley, nor a job that was a big part of her life. Admittedly, Carl was partly correct, the thought not having Will around made Emma uneasy, he was her port in a storm, and she would miss him terribly. Emma cuddled up to a second pillow, letting her tears flow freely. New routines, faces and places; Emma was just not ready for change.


	7. Will Explains Emma To Holly

A slight breeze drifted through the open windows, the Venetian blinds tapping gently on the window frame. The morning sun peeked through the cracks, placing beams of light on the sleeping man's face. It was just enough to stir Will from his slumber. He rubbed his eyes and tried to focus on his surroundings. Next to him, Holly was sleeping soundly. They had moved to Holly's bedroom in the early morning, after Will awoke from lying on the floor for too long, his body crying out for something soft to rest on. The remainder of his sleep consisted of tossing and turning, the effects of sleeping in a different bed. Emma entered his dreams as well. He wished he hadn't opened that yearbook. There was still a part of him that wanted Emma in his life forever, but she was married to Carl. So that was definitely out the question. And he also didn't want to jeopardise what he had with Holly. He wanted Holly more than he thought possible. Will ran his fingers through her blond hair, leaning in to peck her on the cheek. She opened her eyes and kissed him back.

"Hey, sweetie." Will smiled down at her.

"Hey yourself. Did you sleep well?"

"Ah, had a bit of a restless night, but it was okay." Resting on his elbow, he fixated on a corner in the room and let out a small sigh.

"Is everything alright? Your mind seems elsewhere this morning." Holly sat up and grabbed his free hand.

"I'm just a bit worried about Emma," he confessed.

"Okay, not the answer I was expecting. Uh, Emma, she's the guidance counsellor, right? I don't think we've met. I've heard, umm, isn't she a bit…umm… particular about how things should be…"

"Oh, that's right, you haven't met her! She's great. Em has a small issue with cleanliness, messes and germs, which is why I arrived late yesterday. I'm sorry, I should have told you."

"What happened? Did you spill something on her, drop her perfectly sharpened pencils or get gum in her hair?" Holly laughed.

"She got slushied by a couple of students and she had a panic attack. Not something to laugh at," Will replied. He didn't like it when people made fun of Emma.

"Oh," was Holly's only response. She knew she had touched a nerve.

"You just need to understand Emma. She was doing so well, you know, her husband, Carl was making her better, making her not worry about colour-coding paperclips or cleaning windows until every speck is removed, only now…I don't know. For want of a better word, she was a mess yesterday."

Holly nodded. "I see you care about Emma a lot."

"She can be very fragile at times. We had a bit of a rough patch a while back, but our friendship is quite strong. Hey, I've got an idea. Emma doesn't have that many female friends, why you sit with us today and talk to her? I think you'd be a great influence on her," Will kissed Holly's hand.

"Well, I, uh, I don't know, Will," Holly began to stammer.

"Trust me; just go with it, maybe having you around will help her get back on her feet."

"Sure…why not," Holly smiled and quickly changed the subject. "I'm going to get ready for school." She jumped out of bed and headed to the bathroom for a shower. It's not that she didn't want to be friends with Emma, but there was something about their 'friendship' Holly couldn't quite work out.

"Thanks Holly, it means the world to me," Will called out. His thoughts immediately returned to the guidance counsellor. _Poor Emma_, Will thought, _I hope Carl is looking after her._ She was such a mess yesterday and wished he could have done more for her. Will felt he had already overstepped his mark by giving her a few reassuring kisses. _Probably not the smartest move_, Will considered. All slushies aside, Will genuinely liked spending time with her yesterday. It seemed no time had passed since they last chatted over lunch in the staff room, her nibbling at perfectly cut celery, him with his favourite choc chip cookies. Nothing more, nothing less.

Will smiled sadly to himself. Coming to Emma's rescue had always been a fantasy of his, particularly when it made him appear superior to Carl in the early days of his and Emma's relationship. The scenario changed, but one element remained the same: Emma always chose Will. Always. And now that he was finally able to be there for her without anyone getting in the way, it was all too late. Carl would always be the winner now. He shook the thoughts from his head and concentrated on moving on with Holly. She was the only one he wanted to rescue from now on.

"Hey Holly?" Will asked at the door to Holly's bathroom. "Wanna be my plus one at Regionals?"

"You got it, babe!" was her reply. Although he would like Emma to be the New Directions' lucky charm and come along, Carl would never agree to it. It was time to let Emma go.


	8. Emma Regresses

Emma didn't sleep well either. Still fretting over Carl's news about leaving Lima, she hurried into the shower in her ensuite and scrubbed herself from head to toe. The water, a little bit too hot, left her freckly skin a blushing pink. Somehow, the added heat made her feel at ease and relished in the droplets raining on her body. After stepping out and drying off, she looked at her hair, just a little wet at the ends. Remembering what Will said, she dried it, letting it curl upwards. Emma crept into the bedroom, where Carl was snoring and she dressed, putting on an A-Line blue dress with white embellishments, topped off with a white bow at the waist. Emma glanced over at Carl, and though about their fight from last night. _Was I too unreasonable? Did Carl deserve this? He came home with great news and I stamped all over it,_ Emma pondered, slightly regretful about her stinging comments. She walked over and kissed his stubbly cheek. He didn't move; his snoring sound remaining constant.

She tip toed out and then moved into the kitchen to prepare her lunch. She pumped a few drops of sanitiser into her hands and rubbed them together until the liquid evaporated. Unconsciously, Emma picked out a couple of disposable gloves from her cleaning cupboard and put them on. Out of fridge came the three times pre-washed carrot and celery and she proceeded to cut them into even sticks, popping them into a plastic container. Next, cherry tomatoes, then grapes pulled from their bunch. More containers, all matching, were placed into her lunch box. An additional box of gloves and cutlery were added, all in a row, perfect distance apart. Working in silence, the old Emma, mysophobic Emma, was back, and she didn't even notice. It was just any normal day.

Carl woke and headed into the kitchen, hair all mussed and eyes puffy.

"Good morning, Ems," he said.

"Oh, hey honey," she cast a quick glance in his direction and then refocused on what she was doing. Carl walked behind her and wrapped his arms around her waist, kissing her shoulder. "I'm really sorry about last night, sweetie," he whispered in her ear. Emma's body tingled at his warm breath. She leaned back into him, her gloved hands making their up to his neck and head. Carl nuzzled closer and sucked gently on her neck. Emma closed her eyes, almost forgetting their fight and that she would have to sanitise her neck with a wipe to make it clean again. Carl was making her feel so good; she didn't want him to stop. But when he saw the gloves, he did, gripping her wrist.

"Ems, remember what we talked about, no gloves, you don't need them anymore," he said sternly, and proceeded to roll the gloves from her hands.

"No-no Carl, I need them," Emma persisted, trying to force his hands from hers, without succeeding. He was a lot stronger than her.

"No arguments Ems," Carl continued, pulling the next glove off, "I don't want to see you wearing them, you look ridiculous. And your hair, why did you curl it… you know I like it straight." He tugged on her hair. Emma's body began to tense up and her heart felt like it was going to pound out of her chest. Angry Carl was making his appearance.

"I can do my hair anyway I choose. Give those back, Carl, please, why are you doing this to me?" Emma, shaking, wanted to know. "I need them, I need them," she repeated over and over with a slight pain in her voice, reaching up to snatch them from his hand.

"Because, honey, you're a grown-up, I can't understand why you've gone back to wearing them. You need to get over it and try to live like a normal person. Then you'll see and wonder how you ever lived like this. It's crazy-," Carl stopped himself. He had gone a bit too far with the 'crazy' remark. He always tried to be very accepting of Emma's condition, and she honestly was doing so well and changing her ways, but there were little things she did that rubbed him the wrong way. They were becoming more noticeable and his failure and frustrations in helping her were starting to show. Carl never meant what he said, it just came out callously. One thing was for sure though; he wanted Emma 'cured' by the time they left for Seattle. Unfortunately, their discussion last night was the spark that fired his argument this morning.

"Carl, don't EVER call me crazy again," tears formed in Emma's eyes and her bottom lip quivered. It was okay for Emma to call herself crazy, not Carl. "You've made me this way and the gloves are the only things right now that make me feel comfortable and in control… and you've just taken that away from me!" She stormed out of the kitchen with her lunch and out the front door to her car. Emma couldn't be around him right now; he had hurt her too much. She needed to talk to somebody, anybody that could offer some advice, and a shoulder.

"Ems, Emma, wait, I'm so sorry, please come back. I overreacted, I-" He watched the door slam in front of his. A small rage built up inside him. Growling, he eyed a glass vase on the dining room table, picked it up and threw it onto the tiles, slivers of black and white glass peppering the entire room.

He returned to the bedroom, had a shower and dressed. Still angry, it was now his turn to storm out and leave for work. And the day had only just begun.


	9. Emma Meets Holly

Will went straight to Prinicipal Figgins' office when he arrived at school. He explained what happened yesterday afternoon in the hallway and Figgins, in his thick, deadpan Indian accent, decided to give the boys a week's suspension as well as the unlucky task of pulling sensitive weed from school grounds once they returned. Figgins always relished in thinking up suitable punishment for the disobedient students. Plus they would have to formally apologise to Emma. Will shook Principal Figgins' hand and dashed out of the office to see how Emma was. He would make the conversation brief, deciding that the best way to move on from Emma was to distance himself from her. He wasn't sure how this was going to succeed, since they worked at the same school, were lunch buddies and he _did _mention that she was his best friend. Will would try his best though. He arrived at Emma's office. The room was still in darkness. No Emma. _Maybe she's just late_, Will thought. He scooted to his own classroom to get ready for today's classes.

The morning dragged on. No one at McKinley, not even the teachers, wanted to do any work today. It was too beautiful a day to be stuck inside a sticky classroom. The inverters were spurting out too much warmth, making it increasingly unbearable. There never seemed to be enough money to fix any of the amenities at the school, only bandaid solutions that caused much more trouble down the track. Finally, to the relief of everybody, the bell jangled for lunch. The students jumped out of their seats and hurried to the cafeteria (affectionately called the barf-a-teria) where the special of today was Spaghetti Bolognese with extra-tough meatballs. Will, happy he had a free period after lunch, ambled over to the teacher's lunch room and sat down at his usual chair. He opened his brown paper lunch bag and emptied the contents on the table – a ham, cheese and tomato sandwich, 5 choc chip biscuits in a zip-lock bag, an apple and from the vending machine, lemonade. Will began to munch on the biscuits (why not start with dessert first) and thought about Emma, hoping that she was okay. But he needn't had worried too much, for Emma just walked through the door. She pulled out a sanitary wipe, cleaned off the seat and sat herself down at the same lunch table, her curled hair bobbing with her movements. She looked slightly nervous and unsure, as if she had walked into a party and couldn't see a single friend.

Will breathed a sigh of relief, although the seat cleaning didn't go unnoticed. "Em, there you are, I came to see you this morning, but all the lights were off in your office. How are you, how did everything go last night?" The voice of concern from the handsome Spanish teacher sounded in Emma's ears. She only wished Carl would be so thoughtful.

"Sorry, I-I-I was running late this morning. Got stuck in traffic. But, uh, I'm fine." Emma didn't want to give away too much of what happened. She opened her plastic lunch box and took out all the little storage containers. Next she put the packet of wipes on the table, as well as her portable hand sanitiser. Then, diffidently, put her gloves on. _So there, Carl_, Emma thought to herself. She popped a cherry tomato in her mouth and then, using a straw, took a sip from her bottle of orange juice. Will immediately noticed the gloves, and frowned.

"Y-your gloves, Em, you haven't worn them for the longest time. I didn't think you needed them anymore?" He took her left hand and placed it in his. The plastic made a tiny crinkling noise.

"I-I need them now…" Emma pulled her hand away and picked up a piece of celery, using both hands to hold one single piece to her mouth while she nibbled. Will pursed his lips. He could only put this down to yesterday's incident.

"It's alright, Em. Hey, if you need to wear them, wear them. I don't care either way." Will, grinning, reassured her. Emma gave him a shy smile.

"And look, if it makes you feel better," Will opened her cooler bag and pulled out two disposable gloves from the box, "I'll wear them too!" Emma beamed. This was the sweetest thing anyone had ever done for her. He dropped the gloves on the table. "Will you do me the honour?"

"Of course!" Emma replied, and proceeded to help Will on with the gloves. "There you go, all done!" She exclaimed, sandwiching Will's left hand between both of hers. Before he knew what he was doing, he placed his right hand on hers, stroking her thumb. The pretty guidance counsellor, engrossed in the eyes of her hero from yesterday, spoke softly, "Thank you for coming to my rescue yesterday. I don't know what I would have done without you."

Will chuckled, feeling slightly embarrassed from her comments. "Think nothing of it, Emma. I was kinda glad we spent time together yesterday, even though it was under, umm, extraordinary circumstances," he smiled his crooked smile, and Emma's heart thumped a little faster. She loved the way he smiled; it was one of the many features she adored about Will Schuester. Besides being super nice and sensitive to her feelings, it was something that she missed in her marriage to Carl. Emma desperately wanted to tell Will everything about last night and this morning; she needed to vent, and it was Will she trusted the most. She let go of his hand and started munching on some celery.

"Hey, Will," she began in-between bites, "I have a small problem and I really, really, need to tell you, because I don't know who else to talk to about it. Your advice would be appreciated."

"Umm, sure, okay." Will looked at her nervously. So much for trying to keep his distance from Emma. One look at her big doe eyes and he was captivated. But the anticipation of what she was about to say was unsettling.

"Okay, well, last night, I- Will? Will?" Will's glance shifted from Emma to the tall blond that appeared at the entrance to the lunch room. She scanned the tables and made a beeline directly for Will as he watched her hips swivel toward him.

"Hey honey," Holly purred and planted a passionate kiss on Will's lips. Will kissed her back, surprised by the friendly assault on his lips, but not at all keen to stop. Emma frowned, disappointed by the interruption and the rest of the staff calling out "Yeah Schuester!" and "Onya Schue!" when they noticed. Holly could sure make an entrance. Emma cleared her throat, and Will quickly broke the kiss, catching Emma's reaction in the corner of his eye.

"Well, that's one way to say hello!" Will, a nervous laugh escaping from his mouth, pulled out the chair next to him so Holly could sit down. He slipped his arm across her shoulders, playing with her earring.

"Emma, Holly. Holly, Emma." Will made a hasty introduction.

"Wow. Umm, hello there….Holly," Emma wasn't a good hider of her emotions. Her grin was extra toothy, an obvious sign of 'I hardly know you but I already don't like you, but I'm going to pretend to like you'. "So, are you two, like, together?" Emma questioned. She vaguely remembered the conversation she had last night with Will, something about Holly and being happy, but her thoughts were still a bit clouded.

"Yeah," Will smiled and kissed Holly on the cheek. "It's finally official, hey sweetie?" Holly nodded. Will and Holly began to chat, and Emma tried to drown out their conversation, but it was no use. Emma was feeling slightly jealous of Holly already; mostly because of the way she seemed to be so free with her body. She had heard about the stir she caused with Glee Club and the students deemed her 'cool'. Seeing Holly kiss Will with reckless abandon while the rest of the faculty gawked put Emma on the defensive. Secretly she wished she could do what Holly did. But her personality held her back. She was never going to be cool.

"Em, you were about to tell me something, what was it?" Will rejoined Emma into the conversation, but it was too late for her. She didn't want Holly hearing her problems; it would make her look infantile, and _definitely_ didn't want advice from Will's new girlfriend.

Holly interrupted. "Why are you wearing gloves Will? You look like you're preparing for surgery." She snapped one of the fingers and Will tried to shush her, but she continued.

"You too girlfriend. You're a bit over the top with the wipes and sanitiser. And all the food in separate containers? Don't you like your food to touch?" She smirked at Will, but he just shook his head. There was so much for Holly to learn. Will felt awful, wishing Holly could excise some control before speaking. He could see that the comment hurt Emma.

Emma stiffened her body, trying to ignore Holly's comments. It was hard, holding that lump in her throat back, but she composed herself and turned to Will. "Oh, it was nothing, I can work it out myself," she replied curtly.

"But-but, you said you wanted my opinion? Holly might be able to offer some suggestions too – we're here to help you," Will encouraged, but at the same time, knew that Emma would never take advice from Holly. Not now.

"Nope, it doesn't matter anyway. It seems you have more important things to do and talk about." Emma stood, her chair scraping on the tiles, and packed her lunch back up. She headed straight for the door, strawberry blond hair flouncing wildly. Not even Will's calling made her turn back around. She was done.


	10. Will Chooses Holly

The last bell for the school day sounded out amongst the walls of McKinley High. Students rushed everywhere – out to the football field for training, mathletes, chess, extra-credit art and of course Glee Club. Will was on another planet during rehearsal and the Glee kids, although worried, were unfazed and continued to choreograph and practise harmonies for their upcoming Regionals comp. It was coming along rather well, with Brittany and Mike teaching new dance steps and Mercedes and Tina helping to design costumes. Rachel, being her officious self, thought it was her duty to overtake the club today since Mr Schue wasn't being much of a leader. He wasn't being much of anything today, just nodding and repeating, "That's great!" Bothered by the way lunch had gone with Emma, Will made a conscious decision to stop by her office the second Glee Club was over and apologise on behalf of Holly.

Feather duster in hand, Emma was busy removing minute particles of dust from her bookshelf when Will knocked on her door. Still a bit miffed from lunch, she refused to acknowledge Will was even standing there. She continued to dust, humming a tune to herself. This time, the big letter 'E' got the feather duster's attention.

"Em, I'm really sorry what Holly said at lunch today. She has a tendency to blurt out what she's thinking without listening to herself."

The guidance counsellor moved to the next shelf, dusting away.

"Gees, Em, don't give me the silent treatment. That went out in 5th grade!" Will barged through, pulling the duster out of Emma's gloved hand.

"I don't want to talk to you. Give me my feather duster!" Why were people continually taking away her cleaning products? First Carl, now Will. Each time she tried to grab it, Will took a step backwards, edging himself into the corner of the glass windows that Emma meticulously polished everyday. Will cracked a smile and stifled a laugh.

"I'm not going to give it back until you listen to me!" Will retorted, still trying to contain his laughter. Emma was cute when she became frustrated. She gave up reaching for the duster and in a huff, crossed her arms.

"What's so funny?" Emma demanded, "Well, I'm waiting."

Smiling, Will put his arms down and handed back the duster. Emma whacked him across the face with it. Stunned, he hastily covered his face while she continued to hit him with it, on the shoulders, arms, back and waist. He had never seen her so aggressive before.

"What the hell, Em? What's gotten into you?" Will shouted. Pent-up rage seared through Emma's body. And boy was she good with a duster. Will hated to think how she was at Whack-A-Mole.

"You wanna know what's wrong, Will Schuester? I'll tell you," she said, pointing the duster at him. Her face burned and body was shaking. "I thought we were best friends. And yet today, you let your little girlfriend ridicule me. And you did nothing to stop it. I'm sorry, but that's not what best friends do."

"So what do you want me to do? Break it off with her? I came here to apologise for her. I felt awful that she hurt you and I spoke to her after you left. But I'm not going to stop seeing her because you don't like her."

"What on earth _do_ you see in her anyway? She's bossy, mean, has no tact and definitely not the type of woman I'd expect you to be with."

"Oh, really Miss Goody Two-Shoes? Who's my ideal type of woman then, huh?" Will questioned.

"I-I-I don't know, but I know it's not her," Emma said meekly.

"I love her Emma. Right now, for me, that's all that matters and you're going to have to accept it."

"Well, then, accept this. You're going to have to decide between our friendship and your relationship with Holly," Emma answered diplomatically.

"Em, you're being unreasonable. It's not fair to make me choose between two people that I care for," Will pleaded. Emma was not being Emma right now. How he wished he could make her see that.

"No Will, what's not fair is you. Last night you said you'd always be there for me. Today, when I wanted to discuss something very serious with you, you couldn't even spare five minutes. You got distracted. And then you let her walk all over me. I don't appreciate it, so make your choice." Emma put her hands on her hips and stood her ground, but she was scared. Scared of what she was saying and what Will's decision would be. In her heart, she knew which one he'd choose.

"Fine, but you're gonna hate my decision. I'm choosing Holly. I'm-I'm sorry Emma. I'm sorry she hurt you and I'm sorry that I didn't stand up to her. I'm sorry for a lot of things. But I'll stay out of your way. I just don't have time for your female politics." Will narrowed his eyes.

Crestfallen, Emma nodded. "Well, I guess that's that." She let the duster fall to the floor. She was defeated in a match she knew she'd never win.

His face softened, agreeing. "Yep, that's that." But he didn't agree, and not for a moment believed that Emma meant what she said. He took her right hand and removed the glove. Lifting her hand to his face, he let his lips graze her knuckles in a last kiss. Emma closed her eyes, tears beginning to fall.

"You know Em, you don't need these gloves. You never did. Don't be afraid to step outside your comfort zone and challenge yourself. Follow your heart, as I'm doing right now." Will let go of her fingers, curling her hand around the glove. He walked towards the door but stopped at the exit. "I'm sorry it had to come to this," his sad eyes and crooked smile mirrored Emma's despondency. With that last comment, he walked out of Emma's life.

Emma masked her face with her hands. She didn't know what to think. All she knew what that she just lost her best friend and could never face him at school anymore. She hadn't been good friend to him either. But, she was determined to be a good wife. Emma, more than ever, was ready to start a new life in Seattle.

She scrambled for her phone and selected Carl's number. It rang a few times before he picked up.

"Hello Ems." Carl's greeting was offhand, as he was still stewing about their morning argument.

"Carl, honey, just listen to what I have to say. I know you're mad at me right now, but hopefully this will make it better." Emma took a deep breath before continuing. "I-I had a revelation today at work, and I-I realised something. Change is hard for me. But it happens and I have to learn to move with the tides, it's the only way for me to live a life I'm passionate about. And what I'm passionate about is you. I apologise for being so brash and unreasonable, you just caught me by surprise. So…" her voice began to break.

"Em?"

Emma cleared her throat, forcing a steadiness in her voice, as she was crumbling inside. "Let's do it. Let's move to Seattle. What have we got to lose?"

"Oh, Em, that's great, I knew you'd warm to the idea. Just think - you, me and a new town to conquer. This is the best news I've heard all day. Let's celebrate – I'll cook for you, how about vegetarian lasagne? I'll pick up a bottle of wine on the way home." Carl was ecstatic, so happy that Emma was able to see all the possibilities that lay ahead for them.

"Great, Carl! I'll be home soon. Um, Carl?" Emma had one last thing to say.

"Yeah?"

"I-I love you. So much."

"As I do you, honey. See you soon, bye!"

Emma put the phone down. It was a tough decision, but she knew it was the best thing for her. She sighed, Carl was over the moon and she could barely reach for a star. _It's not always about you Emma,_ she scolded herself.

As she always did before she left her office, the glass cleaner and cloth came out and she wiped down every inch, inside and out, and then straightened all the stationery on her desk. Sorting through a pile of books and papers, she came across the 2009 Thunderclap and leafed through the annual, until she came across the only page she defaced. The black Sharpie heart was still crisp and perfectly symmetrical. She remembered when she drew that heart.

One afternoon, alone, sitting on the empty lunch benches outside (cleaned down first, of course), devastated that her crush was leaving, the one person at the school that paid her any attention, which she flourished on. It was her secret way of professing love for a man that she knew would never be hers. She didn't want him to leave, so she convinced him to stay.

And now she was leaving. And the one person that could convince her to stay had chosen Holly over their friendship. _Why shouldn't he? I made him choose. He loves her, not me; it's ridiculous to think otherwise. And I shouldn't be. I'm with Carl and I love him._

Lying on her couch, she allowed herself to cry as loud as possible, as no one was around to hear her. _Why, why, why?_ She threw the Thunderclap down and allowed five words to escape from her mouth between sobs:

"I hate you, Will Schuester."


	11. Holly Can't Go To Regionals

There wasn't much time until the Regionals showdown and Will geared up the rehearsal schedule to mornings and late nights. It also pushed Emma further and further from his mind. A few weeks had passed since they last spoke. But awkwardness always reared its head down hallways, passing offices, the carpark. Will stopped having lunch in the teacher's lounge and focussed on two things – Holly and Regionals.

The students, although tired and cranky, as what normally happens when you spend too much time with each other, were unwavering in their commitment to make their performance perfect. They lived, breathed and slept New Directions; everything else in the lead-up to their big day would just have to take a backseat.

Holly was a godsend in keeping up morale and making each rehearsal fun. Will loved having her around, not just for the students, but for him as well. They grew closer each day, and were even caught a couple of times sneaking a quick kiss during rehearsals. The Glee kids didn't mind, all they knew is that their Mr Schue was back to being his old self and happier than ever.

"Do you reckon they do it every night?" Puck sniggered to the rest of the gang as they took a quick break during their afternoon rehearsal.

"Ew Puck, just thinking of our teachers having sex is crazy!" Tina chimed in.

"Not if it's crazy sex!" Finn echoed Puck's thoughts. The boys grinned at each other.

"I think they're sweet, they look so much in love, I hope they're happy," Mercedes peered over at the couple, who were whispering and smiling in the corner.

"Look, just as long as she doesn't pull a Yoko on us, I'm for whatever Mr Schue wants," Rachel ascertained.

"What does Ms Holliday have to do with eggs?" Brittany innocently asked. The rest of the Glee kids looked at her with raised eyebrows, until Santana whispered in her ear, explaining what Rachel meant. "Oh," Brittany said, still a bit confused.

"Anyways," Quinn started, still eyeing Brittany, "I'm really happy that she's coming to Regionals with us. But I wish Miss P was coming as well."

"Miss Pillsbury?" Lauren asked.

"Well, yeah. She's the biggest supporter of the Glee Club, next to Mr Schue of course. She's like our Mama Bear," Quinn reasoned.

"I heard that Miss P and Mr Schue aren't even speaking to each other," Santana piped up smugly. She relished in being the first to know gossip and then tell everyone the news.

"Oh, that would explain what I saw," Sam considered. "They, well, I wouldn't say scowl, but kinda stare at each other, but not with angry faces, like with sad faces. I saw them walking past each other in the hallway between Maths and Gym and it was just bizarre."

"That's not like them… they were so lovey-dovey last year, I can't imagine Miss P and Mr Schue not speaking...the whole school knew they were hot for each other." Finn put a finger to his lips, tapping away.

"I bet it's to do with Miss P's hot dentist hubby," Santana stared mischievously into space, thinking of the time she spent the afternoon in his dentist chair.

"If this is true, they're acting very immaturely, they're grownups for Pete's sake!" Tina insisted.

"And they say we're the ones that act like kids when it comes to relationships!" Mike added to the conversation, eyeing Tina. She covered her mouth, grinning.

"Yeah, we may hate on each other sometimes, but that's easily resolved by a few hallway beat ups," Puck nodded.

"You guys, seriously, why don't we just ask Mr Schue if something's up? Mr Schue, Mr Schue!" Rachel turned, wagging her hand in the air, begging for the teacher's attention.

Will sighed. He was having a great conversation with Holly when she let the bomb drop that she wasn't able to attend Regionals now, something about a retreat in a secluded forest to meditate and be at one with the world. Her free-spirit/nomad-type personality would be something he'd need to get used to. Will was more disappointed than anything, he really wanted her to see New Directions perform and to share this day that was so important to him.

"I'm so sorry, Will, I totally forgot about the retreat, please forgive me?" Holly locked eyes with him, he was absolutely crushed. "I'll make it up to you, I promise."

"It's okay, babe, these things happen." Visibly upset, but not wanting to show the students, Will cleared his throat and slapped on a half smile when he heard his name called out. He could see Rachel, grin on her face, wide-eyed and trying very hard to be noticed. Although he wouldn't say it out loud, Rachel was his favourite student in the Glee Club. She was reliable and had the best voice; he knew that she would excel in her career and end up on Broadway someday.

"Yes, Rachel?" Will blinked, trying to take an interest in what she was going to say.

"Now, Mr Schue, I know this may sound upfront, and considering we've heard rumours about the two of you I would suspect a 'no', but is Miss Pillsbury invited to see us perform at Regionals? Not that we don't want you there as well, Miss Holliday, but Miss P took us to our first Sectionals and we thought it might be a good opportunity to uh… well, we, uh, kinda miss her," Rachel, not afraid to speak up on behalf of the Glee Club, waited anxiously to hear the reply.

"Um, no, she's not invited, Rach," Will said straightforwardly. His heart fluttered at the mention of her name. "I didn't ask her and I don't think it would be a good idea."

_What does that mean?_ Rachel thought to herself. "Well, can you ask her, Mr Schue? Otherwise I'll just swing by her office now and-"

"Answer's no, Rachel. That's that. Guys," he addressed the rest of the Club, "no further rehearsals this afternoon, you've done well, take a break." The students, puzzled by the entire conversation between Rachel and Mr Schue, packed their belongings up and left the choir room, murmuring to each other. Only Rachel remained, still gob smacked at her teacher's response.

"Mr Schue, I'm perplexed at your answer to my question and don't appreciate you cutting me off like that in front of the Club." Rachel's words were stern, and she turned to Miss Holliday for some support.

"Why don't you just give her my ticket, Will?" Holly asked, "Since I'm unable to go now, Emma can take my place. How's that, Rachel?" Will closed his eyes when he heard those words escape her mouth. _Dammit._

"Oh that sounds great Miss Holliday. I'm sorry you can't make it now, but thank you for letting her have your ticket! Mr Schue, can I go ask Miss P now?" Rachel was back to her bouncy self.

"No, I'll, uh, ask her." Will pursed his lips, he had held out to Emma's ultimatum long enough. "Go to your next class Rachel. I can't guarantee that Miss Pillsbury will want to come along though, you know that, right?"

Rachel reached for her book bag. "I know, but she wouldn't turn us down, and I'm sure you'll convince her. See you later, Mr Schue, Miss Holliday."

Once Rachel had left, Holly spoke, fixing up Will's collar and tie, which had loosened during the day. "Sweetie, what's up? Is it because of me?" She rested her hands on his shoulders.

"It's-it's nothing, okay, I'll go and see Emma now." He pressed his lips to hers for a quick peck and left the room. Holly put her finger to lips, gliding over where Will kissed her. She had known kisses like that, too numerous to count. _Nothing but a constant disappointment_. This was the reason, deep down, she knew it would never work out between her and Will. But she wasn't going to give up without a fight.


	12. Emma Is Leaving Lima

Will had memorised Emma's schedule, so he knew, right now, she would be in her office. The bell jangled and students scurried off to their classes. He heard a few crashes behind him and was ready to turn around and break up what he thought was a fight, but instead, he heard one word, in a cutting voice that boomed from all angles of the hallway.

"Schuester!" Sue Sylvester was on the warpath again; in fact there wasn't a time when she wasn't. The poor, unsuspecting students never had a chance when Sue came near them. Sue wasn't discriminatory when it came to pushing students into lockers – if you were in her way, watch out.

"What do you want Sue?" Will's scornful tone only made Sue angrier. She approached Will from the back and spoke through gritted teeth. "Turn around." Will indignantly followed her instructions and faced her eye to eye. She was wearing her stock-standard red tracksuit.

"Damn. It's a shame I didn't bring my combat boots with me today. I could have used your overly waxed hair to give them a nice spit and polish." Will was used to Sue's comments about his hair. He just ignored it and moved on.

"Enough, Sue. I've got somewhere to be, so spill it." Will wasn't taking any of her belittling nonsense, and the way he was feeling right now, it would be a mistake to antagonise him more.

"I hear you're working those Glee kids to the bone with up to three rehearsals a day for your Regionals competition. You're abusing these children and I won't stand for it. And you're wearing out my Cheerleaders! In fact I'm going to go and see Figgins now to put an end to your slave-driving!" Sue stood taller, trying to tower over Will, placing her hands on her hips.

"Sue, since when do you care so much for the welfare of any students in this school? And I know for a fact that those Cheerios are worked much harder than my Glee kids. And… Figgins has approved the extra rehearsal time. So your argument is based on nothing. Now, if you'll excuse me…" Will turned on his heels to continue to Emma's office.

"Oh, so where are you going?" Sue questioned.

"Not that it's any of your business, but I'm going to swing past Emma's office," Will replied.

"Going to see that little Ginger Nut of yours? Well, you better hurry, 'cos she's leaving in two weeks. No more secret romps amongst the disinfectant for you anymore!"

"Wait…what? Emma's leaving?" Will was genuinely astounded at what he just heard. _Emma… leaving? This can't be possible._ He ran a hand through his hair and peered off into space. His stomach flip-flopped, and he winced like he had just been punched.

"Thought you'd be the first to know… hubby got a promotion and they're leaving for Washington. Now we might get a proper Guidance Counsellor that can talk to the students about real issues, not just about how to organise your sock drawer. Smell ya later." Sue pushed one more student into the lockers before heading out to the football field.

Will's thoughts were swimming in a pool of anguish as he bolted to Emma's office. Emma was silently colour-coding and filing away more paperwork. She had gloves on again. To her left, a green watering can sat on the desk, as well as the usual container of cleaning supplies. He ran up to her desk, startling her. She jumped and paper went flying.

Exasperated, he asked between breaths, "It is true? Are you leaving?"

Emma cleared her throat. "Yes, it's true Will." She hastily began collecting the papers off the floor. Will kneeled down to help, an emptiness creeping through his belly and up to his throat, imagining McKinley High without their Guidance Counsellor.

"Sorry," he mumbled, referring to the mess. "We, uh, seem to be saying that a lot to each other lately." He handed her the few papers he collected, their hands brushing. Will chuckled nervously, before helping her back on her feet. She straightened her blouse and noticed Will's tie was off centre. It took every inch of her not to reach out and adjust the blue and maroon fabric. She liked straightening ties. Carl rarely wore ties.

"Your, uh, tie is crooked," Emma pointed to his chest. Will lifted his chin and realigned the tie. Holly wasn't the best at evenness and symmetry.

"Does this mean we're talking to each other?" Will could never stay mad at Emma for long. In fact, this was the longest they hadn't spoken to each other since Emma got married. And he didn't want the silence between them to continue.

"I-I guess so. I'm ashamed of myself, of my behaviour towards you. Didn't think I could face you again. Am I a bad person? Everyone must hate me. They'll be glad to see me leave." She bit her lip hard, keeping herself from breaking down again.

"You are _not_ a bad person and I certainly don't hate you. Never think that." Will chose his words carefully before speaking again. "You know I'll miss you, right? The school will miss you. The Glee kids, especially. When do you, um, finish up?"

Emma recognised that familiar tenderness in his voice, but this time it was accompanied by a hint of despair. "Friday after next. And I know you will." She grew quiet, concentrating on lining up the stationery on her desk and not on the Spanish teacher who was consuming her thoughts.

"But-but Nationals, the Prom… you won't be here. We were going to chaperone together, remember? I can't image McKinley High without you and I won't believe you're leaving until I see you get on the plane!" Desperation entered his tone. He dug his fingers into the back of his neck, massaging the tension knotting up underneath. Did he want her to go? No. But it was her and Carl's life, and it wasn't his place to intervene.

"I fly out Sunday. The Prom is the last school event I'll be attending. And I wouldn't miss it for the world," she took her gloves off and placed her delicate hand into his, holding tight. "Please be happy for me, Will. It's what's best for Carl and me. We-we want to-to start a family, and I'm very excited about seeing a world outside Lima." Her huge eyes fixated on his sad ones, and he nodded. Was she really happy to be leaving Lima? No, not really. But it was what she had to do.

"I am happy for you, Emma. More than anything. You're doing it, following your heart, your dreams, I want everything to work out for you, because you deserve it. I-I just wish we had more time before you go." He grasped her other hand, taking in the softness of her skin, running his thumb over every little detail. _What are you doing, Will, _he reprimanded himself. _You're in a relationship, she's married. Don't do anything foolish._

Emma stepped a bit closer to Will, inhaling his scent. He smelt so good; it was nice to smell something enticing rather than toothpaste, although being minty-fresh was a big part of Emma's life. And Carl's, being a dentist and all. However, the combination of musk, clove and leather notes emanating from Will's body, along with his fingers running over hers was sending Emma weak at the knees. "I apologise for everything I put you through. And for not telling you sooner. I was going to tell you the day Holly said those horrible things. After that, I-I just couldn't, you know?" It was too unbearable to resist, Emma wrapped her arms around his waist and sunk into his chest, listening to his heart rate increase. She felt the strong arms of the Glee coach envelop her, pulling her even closer. He kissed the top of the pretty Guidance Counsellor's head; Will heard a contented sigh spring from her lips. Heat started to rise from the connection of their bodies; Emma tilted her head upwards, desire appearing in her huge eyes, extending all the way to the tips of her long lashes.

He loved Holly. _Holly Holly Holly_, Will repeated the mantra over and over. But the beauty stemming from Emma's face made it impossible to stop his actions. He ran his fingers over her temple to sweep away a piece of beautiful red hair that had fallen across her face, and leaned in, wanting to taste her, kiss her just one more time.

"I-uh-I-I-I," Emma stammered and pushed back off Will's chest, staring at the floor, front teeth indenting her bottom lip. Her cheeks burned. Images of Carl formed in the patterned carpet, his disapproving face staring back at his almost unfaithful wife. Emma clamped her eyes shut and her heart began to race uncontrollably.

"Oh, God, I-I probably shouldn't have done that, it won't happen again, Emma, I promise you. I didn't mean to make you feel uncomfortable," Will increased the distance between them, falling backwards into the lounge near the door.

"Married. Husband. Carl. Can't. No. No. No. No." Emma shook her head, her eyes becoming wider, almost staring. Inside she knew she was partly to blame for what almost happened. But she couldn't let it occur again. No way, no how. "I, uh," she breathed deeply, calming herself, "it's not your fault, Will. I initiated it; you just, uh, continued it. I went too far."

Will shuffled his feet, smiling nervously. _It's beginning to get awkward_. _What on earth was I trying to prove?_ He tried to lighten the moment. "Come on, this is silly. We're adults and in relationships with other people. I love Holly; you love Carl. We're nothing more than colleagues, buddies, pals, right?" Emma nodded in agreement, playing along. Will decided this was the perfect time to move on to the real reason he was here. "And I wouldn't want my best friend to leave Lima without making the most of what time is left. In fact, I'm really here on a mission. On behalf of New Directions." He grinned and walked toward her.

"What kind of mission?" Emma questioned, her eyes lighting up. She was intrigued.

"Well, I have a proposition, and sort of a peace offering from Holly. Come to Regionals with us. Holly can't go. And I- well, the Glee kids, want you there. Rachel insisted. And they won't take 'no' for an answer." He touched her nose with his index finger. Emma scrunched her forehead and let out a small giggle. In the back of her mind, thoughts tumbled over why Holly would be so nice as to give her the ticket. It seemed _very_ out of character for exuberant Holly; maybe she should give her another chance. Maybe they could even become friends?

"I'd have to ask Carl. He's not comfortable with me being, uh, out with you. And I can understand why. But I'll see, okay?" She didn't want a repeat of this afternoon again. It would be a cold day in 'heck' if Carl let her go anywhere without him, especially with Will.

"Sure." Will headed towards the door. "Hey, I really will miss you."

Emma looked back at him. "I'll miss you too."


	13. Emma And Carl Fight

"Carl, you have to understand, the kids invited me and I can't turn them down!" The pitch of Emma's voice grew higher and squeakier as her sparring match with Carl continued late into the night. It hadn't started out that way; in fact, everything was quite, well, pleasing. She left school at 4pm and went to the local supermarket to pick up some vegies and pasta to make her fabulous minestrone. Adding to her list: garlic bread, vanilla soy ice-cream and two bottles of Sauvignon Blanc, one of which she started as soon as she got home.

Emma wasn't a drinker. She had two large glasses of champagne at her cousin Becky's wedding a few years ago, resulting in a very sore head the following day. Her close encounter with Will scared her, _really_ scared her. And if Carl ever found out, he would absolutely flip. _He really is the best husband in the world, putting up with all my problems and not asking for anything in return. I love him so much, he is so sweet to me, _Emma thought. Nervousness crept through her body, winding its way from her extremities, combining into a massive twister rushing and spinning in her tummy. Guilt. Fear. Desire. The honesty policy she made with Carl gnawed at her; this was something she would have to keep to herself, somehow. She would still need to ask Carl if she could go to Regionals without giving too much away. A glass or two of wine would loosen her up. And keep Carl from being suspicious, although drinking was justifiable cause to be suspicious.

Chopping vegetables into perfect cubes was Emma's forte and made her feel in control. How she fought to eradicate herself from mysophobia. It was a long time since the slushie incident; yet the blue icy drink was still vivid in her mind. Emma was determined return to a world where it was okay to be a little untidy, a little bit messy, and a little bit germy. But some things still had to be perfect, like evenly cut vegetables. It wasn't long before the soup was simmering slowly on the stove, garlic bread in the oven, the kitchen wafting with home-cooked fragrances. And quarter a bottle of wine remained. Emma hiccupped. Then giggled hysterically. The empty tin of vegetable stock seemed to be the funniest thing in the world right now.

"Hey babe, I'm home!" Carl called out as he closed the front door behind him, sniffing the air. "Mmmm, what smells so yummy?" Emma gulped upon hearing Carl arrive home. She forced a straight face and went to greet her husband, still a little wobbly.

"Oh, my hubby's home!" Emma exclaimed. "Carl, darling, I've cooked you dinner, now, come here and give me a big kiss, I've missed you!" She jumped into his arms and connected her lips to his, losing her inhibitions through intoxication. Carl spun her around, kissing her back with force, wishing he could be more intimate with his bride instead of the usual frequent cuddling. _Hmm…_ he thought to himself, _this could be the night_. He could already taste the alcohol lacing her breath and inside of her mouth as he slipped his tongue in to explore further.

Carl's lips travelled down to her neck. "Ems, have you been drinking? I've never seen you drink before. I like it, a lot." Emma gave a high chuckle, pleased that he was enjoying her bold behaviour, although she did feel a little dizzy.

"Just a couple of glasses," she white-lied, "I very rarely drink. I wanted to feel free for one night, to forget about my problems and just live for once. I love you, my darling Carl. Ooh, I've got something to ask you too!" She mimicked the kisses down his neck, basking in his warmth and touch of his hands all over her body. "Ask me later. Mmm…do you wanna, um, continue this in the bedroom?" Carl asked breathlessly between kisses.

"Mhmm," Emma responded, resting her head on his shoulder. "I do." Carl took her hand and led her upstairs to their room. She pulled him onto her and they continued their extended make-out session. Emma started to relax, finally realising what all the fuss was about. She let Carl to go further than he'd ever imagined. For once, she wanted Carl to be in command. They rolled around on the bed, pushing off the decorative cushions and the covers, ferociously attacking each other with passionate kisses. Carl began to unbutton his shirt before helping Emma off with her blouse, exposing her polka-dotted bra and tiny waist. He realised this was only the second time he'd seen her bare skin. As he kissed her stomach, a rush of pleasure soared through her; she dug her nails into his back, overcome with being touched in such an intimate way.

Carl began to grind on her, allowing her to feel his need longing to escape from his black chinos. "Oh, Ems, look what you do to me," he groaned, desperately trying to unzip so he could finally know how it felt to be inside her. Emma froze for a split second, sensing what was to come next. He didn't know she was afraid of the 'hose monster' as she so aptly named it. She had gone this far, and didn't want to disappoint him. Besides, she was becoming extremely turned on and wanted more. Much more.

"Oh, wow, Carl, keep doing what you're doing, this is, ahhhh…" Emma was unable to finish her sentence, considerable bliss skyrocketing through her. Then the wave of sickness flowed in. Her body shivered and she began to sweat. Her vision blurred and a sharp pain hit above her eyes. "I don't feel so good," she whispered. The menace began to rise from her stomach to her mouth, which she covered with two hands and bolted to the bathroom before vomiting into the toilet.

"Oh gosh!" More vomiting interrupted Emma's cries from the bathroom, her stomach heaved, urging to bring up more. Again and again, she was sick. Carl followed quickly after her, holding her hair and rubbing her back as it continued. "Babe, it's okay, just let it all come up, you'll feel better soon." Her throat stung each time she cried out, and her head throbbed mercilessly. She fell back into Carl's arms, exhausted and clammy. Still in tears and writhing in pain, Carl picked her up and put her into the shower to cool down. Soaking wet, still partially dressed, the duo sat underneath the fast-flowing water until Emma felt better. The dentist wrapped a towel around her and dried her off, then flushed the mess away.

"I gotta brush my teeth," Emma bounded to the sink and scrubbed her teeth, brushing away the flavour of alcohol-infused vomit. She was disgusted in herself for doing something as stupid as binge drinking to forget her problems. She looked at herself in the mirror. _Who are you? This isn't you. Pillsbury, what are you doing?_ Carl hugged her from behind, glad that she was on the mend, although still a little groggy.

"Something's burning… oh shoot, dinner!" Carl bounded down the steps and into the kitchen. The soup was okay, but the garlic bread was charcoal. He tossed it in the bin, ruined. He spied the bottle of wine on the kitchen bench; not much at all remained. "No wonder you were sick!" Carl called out from the kitchen. "You almost drank the entire bottle! What possessed you?" He wasn't angry, just upset that Emma thought the only way she could be intimate was through making herself drunk. _What's worse, that or taking advantage of the situation?_ Carl regretted glorifying her drunkenness. He threw the bottle in the bin as well and went to check on his wife.

"How are we feeling, babe? Strong enough to come down for dinner? You need to eat something now that your stomach is empty," Carl spoke as he helped her into some pyjamas, tossing the wet clothes back into the shower. He would deal with cleaning up later. Emma was still pale and jittery and concerned over the huge clean up that awaited her, but 100 percent on how she was just moments ago. "I'll be-be fine, I think. I've learnt my lesson. No m-more drinking for me." She smiled meekly at Carl. "Can you help me down the stairs?" She was breathing heavily through her mouth.

"Anything for you my sweet," Carl replied, carrying her down to the ground floor. She slowly walked to the table and sat down, putting her head on the tabletop. Carl scooped out the Minestrone and brought over two bowls. It was cooked to perfection and the smell made Emma's tummy rumble. She spooned the reddish liquid into her mouth; it trickled down, soothing her throat. Carl dug in as well. Emma was a great cook, and being vegetarian, opened his world to an array of foods that didn't include steak.

"This is great Ems, eat up now, hey?" He placed his free hand on hers, squeezing gently. She took another sip. "I am. Thanks for holding my hair back while I ralphed. You don't know how much that means for a girl."

"Like I said, I would do anything for you. I love you and don't like seeing you this way." He kissed her forehead. "I didn't mean to take advantage of you while drunk either. You were just, so, you know - it was different and new."

"I love you too, Carl. I'm sorry I ruined our evening together," Emma smiled lovingly at him. He was so sweet to her, so caring and supportive. She realised that no one could compare to Carl. If he could withstand this and her crazy, they would be together forever.

"That's alright, we'll have to try another night, just know that I'll wait until you're ready," His blue eyes looked fondly at her sweet face. "Oh, hey, when I got home, you were going to ask me something, before we uh, got distracted," he smiled, finishing his soup. "What was it?" Emma swallowed hard. She forgot that the entire reason for having a few drinks was for her to gain enough courage to ask if she could go to Regionals. This was going to have to be done sober.

"It-it, uh, was nothing. The New Directions – you know, the Glee Club – has invited me to their Regionals comp this Saturday. Can I go?" Emma queried. _Please say yes; please say yes,_ her mind repeated.

"Regionals? With Schuester? Where's it being held?" Carl put down his spoon.

"Umm… yes Will will be there, he operates the club and it's being held in Dayton, just a bus ride away. I'll only be gone for the afternoon." This was not looking good.

"You know how I don't like you hanging out with Schuester. I don't like him moving in on my turf, and he's already tried a few times," Carl snarled. Sometimes, he didn't know what came over Emma. She has weird reasoning skills.

"I work with Will everyday and for your information, he's bringing his girlfriend," she lied again. It was getting easier, plus she hated his stupid honesty policy. "And I'm not your 'turf', I'm your wife!" Colour returned to Emma's face. She loathed being thought of as a prize and that Carl was jealous of Will. Okay, maybe Carl has reason to be jealous, but nothing had happened and nothing was going to happen.

"Answer's no, Ems. We need to plan our move, it's under two weeks away and we haven't even started packing!" He pointed to upstairs, flat removalist boxes took up the landing; they hadn't been touched since Carl put them there a week ago.

"Carl, you have to understand, the kids invited me and I can't turn them down!" Although her throat was sore, her voice became high-pitched and squeaky.

"What's it to you? Why do you even care? You're leaving the school. The kids won't even remember you in a few weeks!" He stood over her.

"I'm their good luck charm. And I'm going whether you like it or not. You need to trust me. Now get out of my way. I have to throw up again." All the yelling made her light-headed. She bolted up the stairs into the bathroom again and let loose, the headache and tears returning, her entire face turning red from the strain of vomiting. This was going to be a rough night. "And you can sleep in the guest bed tonight," she spluttered.

Emma took another shower and brushed her teeth three times before crawling into bed, lying in the foetal position. She had a massive headache and her stomach was causing major discomfort. Emma begged for this all to end, she was worn out and just wanted to sleep. There would be a lot of tidying up to do. Carl entered the room after cleaning up the kitchen and crept into bed beside her, holding her close.

He whispered in her ear, "I'm sorry Ems, sorry we fought. I was being silly. You can go. I trust you." She was still upset with him, but promised to never go to bed angry again.

"Good. 'Nite Carl," Emma murmured sweetly, cuddling closer before drifting off to sleep.


	14. Bus Ride To Regionals

It was beautiful and clear day on Saturday morning. The sun was out and a light wind swept through the McKinley High carpark. Will was ticking names off on his clipboard as the Glee kids hopped on the old yellow school bus. Its engine hummed, a few pops breaking the soothing noise. They were waiting for Emma to arrive. Will hadn't seen her for the remainder of the school week, ramping up last minute rehearsals and trying to lesson plan for his Spanish classes, but Rachel spoke to her and mentioned that she would definitely be coming along. Will was surprised that Carl was letting her go, but decided not to question it.

Holly waited alongside Will, holding his hand. "Good luck for today, my little firecracker," Holly whispered in his ear, pinching his butt. Will jumped at her touch.

"Gees, Holly, not in front of the kids, hey?" He grinned at her, wrapping his arms tightly around her before leaning in for a kiss. She was a great kisser. The kids wolf-whistled from the bus and they shared a laugh. "I'll miss you today." Will tugged on her jacket. They heard a horn beep and turned around.

"Oh, here comes Miss Spray and Wipe," Holly muttered under her breath. She now regretted giving her ticket to Emma. Holly wanted to do the entire 'committed relationship' thing with Will, but wasn't off to a good start when she realised she had already booked and paid for the retreat on the same day as Regionals. She'd rather have no one go with Will, especially after talking to Coach Sylvester yesterday. Sue had conveniently informed Holly that the Spanish teacher and Guidance Counsellor unashamedly flirted with each other in front of the entire faculty before attempting to date, all horribly ending from Will's 'string of affairs' with April and Shelby, and his divorce. Holly now understood why Will protected Emma so much. History. Damn her.

Luckily, Will didn't hear her comment. Emma bounced over to the couple, wearing a blue flower-print A-line dress and matching Mary Janes. "Sorry I'm late, Will, there was an accident which held us up." She turned to his girlfriend. "Hello Holly. Thanks so much for giving me your ticket. You know, when Will said that the Glee kids wanted me to go with them, I was absolutely ecstatic!"

_Be nice, Holly_. She forced a phony smile. "No worries girl, happy to help out. Well, Will, just one more kiss and I'll be off," Holly slid her arms underneath Will's jacket and drew him closer to her, before pressing her lips firmly against his. The urge to make Emma jealous gave Holly ammunition to make this kiss one to remember. Will drank in Holly's kiss, the intensity transporting him to a state of pure ecstasy. He closed his eyes, gliding his tongue on her bottom lip, wishing she didn't have to go on this stupid retreat. For that one moment, he forgot where he was, all the surroundings vanishing; it was just Will and Holly and no one else. Emma watched on silently.

"Mr Schue, when you're ready, we'd like to go and kick some Regional ass!" Puck called out from the bus. Will snapped his eyes open, reluctantly letting go of Holly's embrace, realising that the entire Glee Club and Emma were staring. He massaged his neck with hand, as he always did when he was embarrassed, and grinned at the group before returning his gaze to Holly.

"I couldn't have done this without you Holly, thank you for all your help these last couple of months, with New Directions and all that's in-between. You are everything to me. I love you and will miss you today," Will whispered in her ear.

"You're so sweet, knock 'em dead baby," Holly replied, patting him on the back. She gave a sly smile to Emma, who was still getting over what happened in front of her. Emma headed towards the bus, shaking her head. If Holly tried to throw her with that kiss, it wasn't going to work. Well, maybe a little. Maybe a lot. It was going to make for an uncomfortable bus ride.

Emma pulled out a sanitary wipe, cleaned the leather seat and sat down across the aisle from Will. As the bus pulled away, she stared out the window, like she did the day Will drove her back to her place after being slushied. Carl entered her thoughts. He was such a loving man, and so ambitious. He showed her some houses for sale in Seattle on the Internet before they left, and was going to make some enquiries to set up inspections once they settled. She showed an interest in one particular house, split level with a double garage and nice landscaped garden frontage. They had already signed a lease on a small 2-bedroom house, it would just be temporary while they searched for something to purchase.

"Hey, Ems?" Will had been watching her from across the aisle for some time. "Mind if I sit next to you?" Before she could answer, he shuffled across and sat next to her.

"How was your week? I was so caught up with rehearsals I didn't even see you. But I'm glad you're here, you know, for the kids." The bus whirred along, unlike their conversation. The kids were abuzz behind them, chattering away, excited about performing and confident that this was to be their year for Regionals. Only superficial dialogue was exchanged between the two teachers. Will could still taste Holly's cinnamon lip-gloss on his lips and smell her scent on his jacket. He was already missing her.

"Oh, you know, my week was busy, trying to tie up all the loose ends before I go. They still haven't found a replacement for me yet." Emma placed her hands in her lap and looked down. She grew extremely quiet.

"I can't believe you only have a week left at McKinley. I still don't believe it. Are you, um, having a going away party?" Will was probing for information.

"Um, no. I don't do well at parties. All the mess and clean up and stuff." More silence. "But I'm looking forward to the Prom. That can be my goodbye party."

"Yeah. Me too. And that sounds like a nice idea." They shared a warm smile.

"It will be nice, because, uh, I n-never went to my own Prom," Emma admitted.

"What? Why?" This news caught Will by surprise.

"I-uh-I didn't have a lot of friends in school, in fact my only friends were the teachers. Everyone thought I was strange because of my problems. My classmates didn't understand. I didn't get asked. But I couldn't face telling my parents that I wasn't going. So-so I lied. I got a dress and a corsage and said I was meeting my date at the school. Instead I went to the movies. Double feature. It was the loneliest night of my life," She felt Will's hand clasp hers. He was visibly saddened by what he was hearing. Emma continued. "It's also when I realised that I wanted to be a Guidance Counsellor, to-to help students like me. So I just put my head down and studied and got my degree and here I am." She nodded.

Will let out a heavy sigh. "Emma, I-I don't know what to say," he responded, dragging her hand into his lap, placing his other hand on top. "I can't imagine the pain and turmoil you went through during your high school years. And to go through it alone…"

"Please don't tell anyone, Will," she begged. "No one knows, not even Carl." 

"I promise I won't tell. I also promise to make Prom night a special night for you, okay?" Will patted her hand reassuringly.

"That would be great Will, but I don't want you to go to too much trouble. It's very sweet though…uh…Holly's really lucky to have you," she gave him a half-smile, a small dimple forming in her right cheek.

"It's no trouble at all, Em. And I-I think I'm the lucky one...uhm…Holly has done so much for me these last few months, she's made me a better person. I feel…alive, really truly alive when I'm with her. She may have a few rough edges, but it makes me love her even more. Pity she had to cancel today, I wanted her to see the kids perform."

Emma crinkled her nose before glancing back at him, "You're really disappointed she's not here, aren't you?"

"Kinda. Actually, yes. I am. Don't get me wrong, I love Holly, but sometimes she just needs to fly. Being caged is not her thing, it's something I need to become accustomed with."

Emma considered what Will just said. "Hmm… to me, it s-sounds like she's afraid of commitment. To be honest, and I don't want you to take this the wrong way, but she's not ready for a relationship… umm… something permanent anyway. I mean, you're so grounded Will. Look how long you were with Terri for. You like stability, something that you can see lasting forever."

"Terri didn't last forever. You don't think Holly can give me forever either?"

"Umm… look Will, I-I'm not sure, I hardly know her and, anyways, who am I to talk about relationships. Just forget what I said…"

"I value your opinion, Em." The bus hit a pothole and jostled its passengers. Will steadied himself by gripping the seat in front of him. Emma did the same.

"Well, uh, I hope Holly can prove me wrong. Falling hard for someone and then being hurt because they're not who you thought they were… umm… we-we've all been there. It can be a tough realisation, something you may never get over and

I don't want to see you unhappy," Emma exhaled. _Oops. Said too much._

Will fidgeted in his seat. "This isn't about Holly anymore, is it?"

"This whole conversation is about Holly and you and nothing else," Emma casually remarked.

"Hold up for a sec. This is about us." Will was wondering where this conversation was leading. It somehow always came back to them. Always. And disagreements were never far behind.

"No, it's not," she retorted indignantly, shaking her head.

Will grabbed her shoulders and faced her, looking directly in her eyes. There was a burning in his chest, ignited by the need to finally enlighten Emma on what really took place. "Look, I need to make this clear. I did not sleep with April Rhodes. Yes she stayed at my place and yes she slept in my bed, but that was all." His voice grew louder. "Nothing happened, no matter what Sue may have said. April needed a place to stay. She was alone, lonely, as was I. Not that it matters now, but at the time, I wished she was you!" The entire bus went silent. Will turned around to find all eyes on him and Emma. 

"Uh…" he pulled a face, "Um…" he cleared his throat nervously, managing a slight chuckle and turned back to face the front, staring at his shoes, fingers massaging his temples. Emma didn't know what to do. Or say. She crouched down in her seat, trying to hide. Absolutely mortified, but inside, secretly intrigued.

Stifled laughter escaped from the mouths of the Glee kids after they witnessed the intense discussion between the adults. Will saw this as the perfect opportunity to move back to his seat across the aisle, burying his nose in all the Regionals paperwork he brought on board, a good distraction. They were still about 15 minutes away from their destination, but the minutes dragged on for what felt like hours.

The bus turned the corner and slowed to a halt. They had arrived. Will yelled out, "We're here! Alright guys, are you ready!"


	15. The Miss Pillsbury Appreciation Present

"Yes!" was the resounding cry from all the New Directions. They bounded off the bus and entered the performing arts building. Will checked the group in and they waited in the foyer before the team moved into the dressing rooms to get ready. Will and Emma stayed in the foyer, waiting for the 5-minute warning bell. Emma fossicked around in her bag, pulling out a plastic container.

"Wanna go halfsies on a PB&J again?" It was her way of calling a truce. Emma decided that this was his day and there was no point in keeping grudges. Especially with Will. She valued his friendship too much. Emma opened the lid, peeled the foil back and offered him a triangle.

"Always," was Will's reply, as he bit into the crust-free white bread. "This is so good. You make the best sandwiches. I haven't had a PB&J since you offered the last time. Thanks." He took another bite, savouring the salty and sweet tastes on his tongue.

Emma started at the corner of hers, taking a miniscule bite. "Carl hates PB&J."

"You cut the crusts off."

"It makes a perfect square when I do. All nice and even. And besides, eating crusts when I was younger never gave me curly hair," Emma pulled at her hair.

Will forced the conversation to continue. "How is Carl?"

"Yeah, really good. He's starting to pack today, just all the stuff we don't need. The removalists will be here end of next week. We're looking at some houses to purchase. But we'll rent until we find something we really like, no rush. And although there're too many cleanliness issues to deal with, checking out open homes is interesting."

"Have you found a job in Seattle yet?"

"Mmm… not yet. I'm going to be the doting housewife for a while and help Carl with the business. Actually, Carl wants me to, and I'm considering, working in the surgery, sterilising the instruments and all that." She took another bite of her sandwich, a bigger one this time.

"A dental nurse…but you love Guidance Counselling, you just said it, back on the bus," he protested.

"I do love it, but Carl wants me to work closer with him."

"You can't give up on your career. Couples need their space Em. You remember when Terri came to work at the school. It just strained our relationship even more."

"I remember. But Carl and I, we're different. We're –" The lights flickered and a nasally woman speaking into the intercom advised that it was time for the competition to begin. Emma was glad for the interruption. She didn't want to compare her marriage to Will and Terri's. They were completely different, right? No deception, no fake baby, nothing. Just love.

Emma and Will took their seats, halfway back from the stage. New Directions were scheduled last, behind Aural Intensity and the Dalton Warblers. The rest of the team joined Will and Emma to watch the other performances. They were nervous, but ready. Ready to take first place this year.

Everyone cheered when Kurt got up onstage with the Warblers, he and Blaine performing a fantastic duet together. They were all proud of Kurt, changing schools was tough on all of them, but the Glee kids knew he was a lot happier being away from the students that cruelly bullied him because he was gay.

"C'mon everyone, backstage time," Will spoke to the New Directions once the Warblers had finished. "You too, Emma," He extended his hand and she took it, pulling herself up out of her seat.

"Thanks for coming, Miss Pillsbury," Rachel said as they walked backstage. "Is it alright if I hug you?" She thought she better ask before doing so, being fully aware of Emma's touch issues.

"Sure, Rachel," Emma replied. Rachel gave her a big bear hug, and then Quinn joined in, along with Mercedes, Puck, Brittany until everyone formed a huge New Directions group hug. "Woah guys don't squash her," Will called out.

"We just want to say, Miss Pillsbury, how wonderful it is that you were able to join us today. You are very special to us, and we know you're leaving in a week, but we all agree that you've been a second mother to us all. So, here's a little token of our appreciation," Rachel handed her a pink gift bag. Emma peeked inside and started to tear up when she saw what they had given her. It was a beautiful mini-scrapbook, all hand decorated with a quilted cover, the words 'Thank You' embroidered in pink thread. Buttons and ribbons were neatly sewn on the fabric, the border lined with lace. She opened the book and turned the pages. Each Glee student had decorated a page with their photo and hand wrote how Miss Pillsbury had made a difference in their life.

"Rachel, this is so lovely, thank you, each and every one of you. I-I I don't know what to say, this means so much to me, and I love you all. I'm g-going to miss you," Emma started to cry, clutching the book to her heart. She was so moved by this small gesture of appreciation, and couldn't comprehend how much she was cherished by the students. Will put his arms around Emma and she cried into his shoulder, dampening his shirt.

"That was so beautiful, guys. I have never been more proud of you than right now," Will complimented the group, trying to hold back his own tears. "Just remember when you go out on that stage, you have worked so hard and so passionately for something you love. Despite all the hurt, all the teasing, all the threats, you have withstood it all and it's made us all stronger. We've stepped outside our little comfort zone and composed our own songs this year, songs that come from our hearts and contain a core message. No matter what anyone says, you are not losers. You are all winners. And this moment, right now, is what it's all about. Show everyone what you've got and have the time of your life out there. Alright, hands in!" The group all formed a circle and joined their hands in the centre. Altogether they exclaimed "Gooooo New Directions!" lifting their arms up and out to psych themselves. The announcer called out their name and they assembled on stage to start their performance.

Emma, drying her eyes, started to walk further backstage. "Where are you going, Em?" Will asked her.

"I was going to go back to my seat. This is really a moment for you and the kids, not me."

"Don't be silly, Em," his voiced softened as he caught up to her. "I want you here with me. The kids invited you; you should have the best view in the house." Will took her hand and brought her back behind the curtain. They looked on, beaming like proud parents watching the New Directions sing and dance up a storm with their original songs. Emma bopped along with the beat, working in subtle dance moves. Will joined in, singing along. He knew they had it in the bag this year, he could feel it flow through his body like a tsunami. If only… if only, Holly was here, she put in a lot of hard work too. That was the only dampener today. But Emma was here instead. And that was nice.

A thunderous applause leapt from the audience when New Directions completed their performance. Emma jumped up and down, clapping her hands, grinning from ear to ear. Will congratulated the Glee club, absolutely overjoyed. There was a 5-minute break before the judges would announce the winners.

"Fantastic stuff guys, you were all great out there!" Will patted them on their backs as they ran off stage. The team went straight to the water cooler and had a drink out of the paper cups sitting next to the cooler on the trundle table; it was thirsty work out there.

"I think we did it, Mr Schue! I really think we've got it this time," Finn spoke excitedly, trying to regain his breath, as were the rest of New Directions.

"What do you think, Miss Pillsbury?" Quinn asked, "How were we?"

Emma took her hand, "You were amazing, all simply amazing. If I were a judge, you'd win first place, hands down!" The team really valued Emma's opinion. There was so much she had missed out on these last few months. They had all grown so much, in their friendships, their personalities, they were all turning into young adults and Emma couldn't help but feel sad that she wouldn't be able to see them graduate.

"Alright, everyone on stage please for the winner announcement," a stagehand with a mic and earpiece mentioned to the group. The other competitors proceeded to walk out, the thick red curtain hiding them from the audience. Emma stayed in the wings while Will and New Directions shuffled onto the worn wooden stage floor. She had her fingers crossed for them and was a little nervous as well.

The curtain whirred open and all four groups stood there in the spotlight, faces beaming to a responsive audience.

One of the judges, dressed in a smart suit and tie, took to the microphone. He began to speak about the immense talent that was on display, and how hard each show choir had worked to get to this stage. _C'mon, c'mon, c'mon_, thought Will as he squirmed in his spot. "Okay everyone, here's what you've been waiting for…"

You could hear everyone take in a breath and hold it. The entire auditorium grew silent. The Glee kids held onto each other, eyes scrunched shut, anxiously awaiting the news that would decide their fate. Will's knuckles were turning white from making fists behind his back, he could even feel them starting to clam up, and the anticipation was killing him. Enough with the suspense already.

"…and the winner of the 2011 Mid-West Regionals Show Choir Championship is…"


	16. And The Winner Is

"…NEW DIRECTIONS!"

Deafening applause. Shouts of joy. Screaming from the girls. Fist-pumping from the boys. The slow-motion feeling set in as Will computed what the judge said. Is this even real? Is this a dream? They had done it. All the rehearsing, all the late nights and early mornings and weekends. This was it. They were going to Nationals. In New York. Will's dream was realised, finally.

"Oh my stars you guys, we've done it!" Will shouted above the bedlam, hugging and cheering his little Glee Club on. The trophy came out, tier upon tier of gold plated scaffolding and regalia. "Wahoo!" He exclaimed, holding the trophy above their heads. He passed it onto Finn and the gang to hold and turned to look at Emma.

There she was, in the wings, clapping her hands fanatically, leaping about, so relieved and excited to see New Directions claim their trophy. Her cries this time were of joy; she knew that Will had wanted this more than anything. She saw his eyes sparkle again as Will ran toward her. That same sparkle she used to see in his eyes before Holly was on the scene. Before Carl even.

"We did it Em! We did it, we did it, we did it!" Will exclaimed as held onto her wrists while the two of them jumped around like teenagers.

"You did it Will! Oh my gosh I can't believe it! This is so wonderful! I'm so happy for you!" Emma hugged Will with all her might, squeezing him with excitement. Abandoning what little control he had over his emotions, Will collected Emma in his arms and whirled her around backstage, ending in another hug before leaning in to kiss her on the cheek. But he missed. Oh boy, did he miss.

At the same time, Emma moved her head to the right as Will dove in, their lips connecting in a fiery attack. His lips, warm and moist, lingered on her bottom lip, launching an instant departure from all those feelings inside, telling him, ordering him, to stop. Emma caved into her senses. Closing her eyes, she felt his breath on her, inhaling his scent, becoming entranced by his touch on her back and hips. Her hands made their way to his shoulders, coaxing him closer to her. For a brief moment, she forgot where she was, who was watching or who she was married to.

Will continued caressing her lips, edging his tongue in cautiously, trying not to extinguish the spark igniting between then. She hungrily accepted, both swaying together as they fought in a passionate battle. Emma was overly aggressive in her response, she wasn't exactly sure why, but Will seemed to have that type of effect on her. Carl never made her feel that way. Carl. _Carl_. It was time to stop. Shades of guilt coloured her mind and she regrettably, but responsibly, let go.

Breathless, foreheads touching, they both exhaled, panting from their quick, stolen moment. Their eyes, staring intently at each other, grew wider when they realised what had just occurred. They broke apart, a look of distress materialising on Emma's face.

"Sorry, I got… um… swept up in the celebrations," Will gulped. "I only meant to kiss your cheek, nothing more." He felt awful, putting Emma, a married woman, in that situation. And their friendship. He'd done it too many times. Surely this must be confusing her to death, all these mixed signals. Once, Will had promised to never abuse their friendship, and here he was, breaking all the rules.

"No, no, it's okay, Will. T-the kiss was nice. But it can't happen again. I'm married. I'm married," a flustering Emma remarked, holding firm on those last few words. Internally, she was sickened by how she would appear to the Glee kids, a boyfriend-stealer, home wrecker and cheat. She knew she was none of those, but sometimes, she couldn't help but wonder if she was.

"I know, Em, I know." Will accepted. He thought of Holly, and how betrayed she would feel had she witnessed what happened. Everything was travelling along so well for the two of them. His love life had already fallen short in the past; he couldn't fail this time.

The applause from the audience had finally quietened down, the curtain closed and the school choirs headed backstage. The Glee kids joined Will and Emma. If they saw anything, they didn't let on. Will breathed a sigh of relief. He didn't want to explain himself, because he just didn't know how.

"Oh my god you guys, you were awesome!" A voice emerged from the dark corner of the stage. Will did a double take when he heard that voice. It couldn't be…

"H-Holly? What are you doing here?" Will shot a quick glance at Emma and then back to Holly. Emma looked as nervous as Will felt. The Glee kids, very surprised to see her, showed off the enormous trophy. Holly gave Emma an icy stare. Emma shied away, certain that Holly knew more than she was letting on.

"Hey, um, everyone, let's pack up all our costumes and everything and go where it's uh, less stuffy," Emma ushered the kids out to the foyer, leaving Will and Holly to have a private chat.

Will hugged her, kissing her on the cheek. "I-I thought you were at the retreat, babe."

"I was almost there. But I realised something. I was letting you down. You were so hurt. And, if I want to commit to this relationship, I can't be selfish. You're a part of me, Will, so I turned back. This is important to you, therefore it's important to me. Here I am." She took his hands in hers.

Will smiled, shaking his head. "You're amazing. How did you even get in without a ticket?"

"Oh, I have my ways," she smirked at him, jerking her hips from side to side. "They were fabulous Will, just fabulous. You're a fantastic teacher. And I think we should… celebrate the win." Holly leaned in and kissed him softly on the lips, running her hands through his hair.

"That's and excellent idea, babe," Will whispered into her ear. "Follow us back to the school…then, my place? I'm thinking of inviting the kids over, but, afterwards…"

"Sounds like a plan." They interlaced their fingers and walked outside. Holly gave Will another slow kiss and waved him onto the bus.

Emma thought it best to sit away from Will, seeing Holly had rocked her foundations earlier; the look she gave her was very threatening. So, Emma decided to sit a few rows back on the opposite side, staring out the window. She ran her index finger along her bottom lip, attempting to recapture what happened moments earlier. Why did that kiss make her feel so good, and yet, so sad?

It was a rowdy bus ride back to McKinley. The Glee kids chattered all the way, with Mr Schue inviting them all back to his place for a triumphant dinner – pizza and soft drink and dessert. They asked Ms Pillsbury to come along, but she politely declined. Emma and Carl were going to continue packing.

About a half hour into the bus ride, Rachel walked up the aisle to Will's seat at the front of the bus. "Mr Schue, can I talk to you for a sec?"

"Sure, Rach, take a seat," he replied, patting the space next to him. She leaned in so no one could overhear.

"Uh, I don't know how to say this, but, I saw you kiss Miss Pillsbury before. I know I'm just a student and as a student we try and stay far away from our teacher's personal lives as possible, And what would someone like me know about love, I mean, I'm only 16, although I thought I knew it all when I was with Finn. And just stop me if you need to, but… do you still have feelings for her?"

Will put his hand up to his forehead and massaged his brow. _Damn! This is all I need right now. Tread gently Schue, _he thought to himself. "I'm gonna set you straight, Rachel. Miss Pillsbury and I, we're just good friends. I care for her very much, as much as I care about all the kids in Glee. And that's all there is to it."

"Mr Schue, I have to object. That was more than just a kiss. But don't worry, I won't tell anyone. I'm very good at keeping secrets."

"Rachel…" The instinctive teacher-sounding warning tone was very clear, but Rachel refused to back down.

"Miss Pillsbury is leaving in a week. You need to tell her how you feel, even if she is married to Dr Howell. Sing it to her if you want." 

"Ms Holliday and I are in lo- what am I saying? I shouldn't be discussing this with a student. This conversation is over Rachel. Go back to your seat," he directed, pointing to the back of the bus.

"Fine. But hear me out. Whatever you feel for Miss Pillsbury, she feels the same way about you. Just call it women's intuition." Rachel huffed back to her seat, crossing her arms. Men. They can't see what's in front of them. She turned back to Quinn and Finn, with Finn meeting her eyes. He smiled warmly at her. She missed him. Teenage boys were just the same as grown men.

Will took in Rachel's thoughts, but brushed them aside. The kiss was great, but it didn't mean anything. Actually, it was one of the best he'd ever had. But it still didn't mean anything. It was just slightly off-target. Yet, there was no denying Will felt something… but what was it? That was the question without an answer.

As they turned into Lima, Will stood and walked back to the students, clapping his hands together. "Okay everyone, we did it! Now, for our next challenge: Nationals. In New York City! We've got a lot of money to raise for travel, accommodation etc, and a set list to prepare. So, on Monday, instead of our normal rehearsal, let's brainstorm about how we're going to achieve this. And maybe, look at writing new songs for the competition. I think this will give us an edge over the other teams."

He rested his hands on opposite seats, steadying his balance. "There's one more thing I need to say. I'm proud to be your teacher. It was uplifting to see all of you out there, focussed, giving it your all, working together. That's our core strength. We're a real team now…and, I'm speaking from the heart. I have never met a more gifted group of individuals than all of you who sit right here. You are the best; don't let anyone say you're not. Thanks." The bus erupted in cheers as it pulled into the McKinley parking lot.

"Alright, see everyone at my place real soon!" Will called out as everyone hopped off the bus. Emma was the last to leave. She could see Carl outside, leaning on the bonnet of his car, wearing sunglasses, arms folded, looking absolutely gorgeous. She couldn't wait to run into his arms and feel him around her.

"Hey Em, you sure you don't want to come to my place? Carl's welcome too," Will asked her.

"Um, no, we've got so much to do before we leave. And with his work and all, we haven't seen that much of each other, so… we want to spend some time together, just the two of us. But, Will, thank you." Emma patted his arm and stepped off the bus, running up to Carl, who greeted her with open arms. 

"I missed you, Carl." Emma kissed him gently on the lips. "Good news though, we won! And look, the kids got me a farewell gift," she pulled out the book and beamed up at him.

"That's great Ems. I guess you were right, the kids really will miss you," he kissed her nose. "C'mon babe, let's go home, I've made great progress today, our bedroom, the lounge, I'll let you do the kitchen, hey?" He replied smiling. 

"Sounds great, honey. Then we can do some cuddling!" Carl kissed her cheek. He then opened the passenger door for her and she got in. Carl started the engine and zoomed away.

Will watched the happy couple leave, and for once, he didn't feel the twinge of jealousy that used to swirl his body when he saw Emma with Carl. He knew that kiss, their kiss, meant goodbye. Goodbye to what could have been. Goodbye to any future possibilities they may have had. Goodbye, Emma.

Hello, Holly. He saw his future waiting by her car. This was it; Emma was finally out of his system.


	17. Will's Faux Pas

It was about 10pm when the Glee kids finally left Will's apartment. Only a few pizza crusts and half-filled plastic cups remained, spread about the lounge room. Holly helped him clean up. As she reassembled the cushions on his couch, Will went to the fridge and poured two tall flutes of champagne.

"Care for a drink, babe?" Will flashed the glasses in front of her and Holly nodded, grinning. "Absolutely, partner!" They clinked their glasses, relaxing on the couch, her hand in his. Will took a large sip and placed his glass on the coffee table.

"I'll put some music on," he walked over to his stereo and opened the CD drawer. "Michael Bolton okay?" He popped in Michael's Greatest Hits album and pressed play.

Will pulled Holly off the couch, champagne spilling onto the carpet. "C'mon, let's dance," he said, pulling her close, wrapping his arms around her middle. She reciprocated, leaning into his shoulder, arms around his back. They swayed slowly to the music. Will loved Michael Bolton's music, it was always so heartfelt and meaningful, just his style, and great to slow dance to. '_I Promise You_' began, and he sang the lyrics quietly into her ear. Holly shivered; Will's voice was beautiful and soothing.

_I'll love you forever,_

_I promise you,_

_We'll be together,_

_Our whole life through,_

_There's nothing that I,_

_I wouldn't do,_

_With all of my heart,_

_I promise you._

"I could stay like this forever, just you and me," Holly murmured, kissing his neck. She knew she made the right choice, turning back to attend the competition. Will was the sweetest guy she'd ever met, and one of the few that treated her with respect. He was a true gentleman. When they were together, she was his equal, and they were one.

"Me too, honey. Thanks for-for everything. It was a wonderful surprise seeing you there today. Hey I was thinking, Sunday after Prom, you and I could go for a picnic to the lake. We can go swimming, relax; maybe… ah… have a make out session in-between?" Will raised his eyebrows, kissing her cheek. The CD shuffled to the next song. He began to hum the tune, planting small kisses along her jaw line.

"Oooh sounds perfect. But, why wait for a make out session when we can have one…right now?" Holly tilted her head and kissed Will gently on the lips. His hands journeyed north, over her shoulders, resting at the base of her neck. He deepened the kiss, firmly latching on her bottom lip, their tongues already embroiled in a duel of desire. Only sounds of excitement passed between them.

They somehow stumbled back to the couch, feverishly exploring each other's body with their fingers. Holly began to undo Will's shirt, hungry for another peek at his well-built torso. She open-mouth kissed his body all the way down to his belt buckle, then back up to his neck, sucking on his Adam's apple. It drove him into a tailspin.

"My turn," he moaned, flipping Holly onto her back. He repeated her actions, stopping at her breasts, teasing her with his tongue. He could feel pressure rising below, and started to grind on Holly's thigh.

"Ohh Will!" Holly cried out, clutching him tighter, hands lacing through his curly hair.

"Ohh… ohh… Emma!" Will grunted into her chest. _Fuck._

Everything grounded to a halt.

This could not be possible. This could _not_ be possible. Panic zoomed through his body. Holly, her fingers still in his hair, yanked his head up and looked into his eyes.

"Emma? Emma? Guidance Counsellor Emma?" She demanded, fire raging in her eyes.

"I-I-I, uh, um," Will stammered, exhaling deeply, mind darting every which way. Nothing he could say would reverse time. Or his gaffe. _Emma._ What even possessed him to say Emma? He wasn't even _thinking_ of Emma. Will couldn't work it out. Then his ears pricked to Michael's voice.

_How am I supposed to live without you?_

_Now that I've been loving you so long,_

_How am I supposed to live without you?_

_And how am I supposed to carry on,_

_When all that I've been living for is gone?_

This was a total disaster. '_How Am I Supposed to Live Without You_?' He snapped to Emma immediately. Her pretty face encircled by a lustrous mane of ginger hair. Her exceptionally large brown eyes that could melt the toughest of men. Her soft, sweet lips that matched so perfectly with his. He arduously endeavoured to remove Emma completely from his psyche. His intent was genuine. His subconscious refused.

"Get off me, just get off me now!" She pushed him off with his feet, and he sat up on the edge of the couch. Holly scrambled to collect her clothes and dressed herself. She saw the champagne on the coffee table, basically untouched. It was the only way to dull the pain right now. She sculled hers and then Will's, slamming the flute onto the table.

"I just need a few minutes to calm down." Holly fixed her eyes on the empty glasses, not talking, just thinking, swimming, and trying to come up for air. Her thoughts were drowning in Will; this was something she was not prepared for.

Will finally broke the uncomfortable silence. "I-I don't know what I can say right now except, forgive me, please. I know nothing's going to make this right. I messed up."

Holly sniffled. It wasn't in her personality to cry, although she was quite close to the edge. "Tell me one thing. Are you sleeping with her?"

"With Emma? Oh-oh gosh no. She's married. Carl would drill all my teeth-"

"Do you love her?"

Will turned to look at the gorgeous blond, who was now hurting so badly from his slip-up. "I love you, Holly."

Holly gave it to him straight. "No you don't. You love the _idea_ of being in love with me. And I can see why - I'm spontaneous, I'm cool, my body is awesome and I'm well-versed in the Kama Sutra. But, for you, I'm not all that. If it came down to the crunch, I would fight for you until the end. But I can't compete with the woman who has your heart, Will. Because I'd never win."

"But-"

"You know what Will? I'm going to give you a piece of advice. Don't trap those feelings inside anymore. She may be married, but I think she should know. She has a right to, especially since I saw you two lip-locked at Regionals." Will gasped, but Holly continued. "Yes I saw, and no, I wasn't happy. Now, I'm going to go home, change my poison to tequila and scour the Internet for a new teaching job interstate."

"You can't leave Lima, Holly, just because of this. Are you still going to come with me to the Prom?"

"To be honest, Lima's too small for me. I'll find something else. You can't keep Holly Holliday down. Just know you have changed me, for the better. There still may be some of the old Holly in me, but the new Holly wants to have one relationship to last a lifetime. I'll keep looking for my own Will Schuester. He's out there somewhere. And I'm sure Emma would be happy to have you escort her to the Prom." She got up and walked to the door. Will followed after her.

"Please Holly, don't go. We can work this all out. I still want you in my life. It was never meant to happen this way. Please, stay." Will's world began to crash down.

"I'm wounded, but I'll survive, I always do. Bye Will, just know that I love you." She tousled his hair, putting on a brave face.

"I'll always love you." They kissed each other politely on the cheek and Will closed the door behind her. He banged his head on the door a few times, his eyes welling with tears. He wiped them away and threw himself onto the couch.

What Holly said and what Rachel said earlier that day, maybe it was true. Perhaps, he just needed to admit it to himself that deep down, underneath, he did have feelings for Emma. Strong feelings. Too intense to overlook. And they were never going away. Maybe they never left. All those little encounters – the slushie, the moment in her office, the petty arguments and the kiss. That wonderful kiss. That delightful kiss. And if he did tell her, it would be all for nought. But he had to. In one week, Emma would be gone for good.


	18. Holly Tells Emma The Truth

Friday afternoon finally arrived. Emma's last day. For the second time in two years, Emma cleaned out her office. Armed with a brand new cleaning cloth, a bottle of timber polish and her trusty rubber gloves, she started to put a shine on the empty bookshelf that loomed behind her desk. She rubbed the polish into the wood with all her might, concentrating solely on one 2cm by 2cm area that had a deep scratch. Her arm was tiring, but she was determined to lift the scratch out. Emma fiercely continued, resting her free hand on one of the shelves, allowing her to apply more pressure and to stop the bookshelf from shaking. There was still so much to do – shampoo the carpet, clean out her desk, polish the glass – she would be here all night.

Not that there was much to come home to. The removalists had taken mostly everything to their new place, leaving a couple of suitcases and a few personal items. Emma and Carl moved into a hotel for their final days in Lima; Carl agreeing with her insistence to have the carpets steam-cleaned and the entire room sanitised under her watchful eye before she slept there cinched the deal.

Emma's OCD tendencies came in waves. Sometimes she could cope with things being a little untidy or dirty; every other time the cleanliness extreme would consume her. It was starting to wear her down, this last week especially. Emma was tired of it all. Her energy was depleting day by day and depression was worming its way to the surface. She cried every night; Carl would hold her until she fell asleep. Well, when he was there. As soon as they moved to Seattle, he wanted Emma to start seeing a therapist. She agreed, half-heartedly.

Emma took a small break from polishing the bookshelf and sat at her desk. One pile of books rested against her desk. The faculty staff had presented her with flowers earlier that day, all in pretty bright-coloured boxes tied with ribbons. Each one had a card, with farewell messages from everyone on the teaching staff. Everyone except Will.

That hurt her the most. It was her last day and she hadn't seen Will at all, this entire week even. Well, once. On Tuesday after school had finished. He was rushing off to Glee rehearsal and ran past her office, giving a quick wave. No hello, no how are you, nothing. Will's absence was spiralling her into a funk. She was certain his evasion was deliberate.

There was a rap at the door. "Excuse me, Emma? Can I come in?" Emma recognised that voice straight away.

"Holly… um sure, take a seat," Emma motioned to the armchairs in front of her desk. "Is there something you need, or… have you come to poke fun at my expense again?"

"No, no, none of that. Please excuse my behaviour. I tend to say stuff without thinking. But I'm learning to control my tongue, I have Will to thank for that." She waited for Emma to respond, but there was only silence, so she continued. "I, uh, I'm just here to say goodbye and good luck and hope all goes well for you."

"Oh. Thank you Holly. That's very kind of you." Emma repositioned herself on the chair. "How-how is Will? I haven't seen him all week."

"I don't know. Will and I broke up."

"Oh, really?" Emma raised her eyebrows in curiosity.

"We discovered he cares very deeply for someone else. Maybe more than she knows. I hate to admit it, but I have never been more jealous of this person in my entire life."

"Well, who is it?" She asked.

"Emma, it's you."

Emma's body turned numb. "You must be mistaken."

"Believe me, I'm not."

Emma argued, "Well then, where is he? It's my last day. His name isn't on one of the goodbye cards. Even Sue had the decency to sign. If he cares so much, why isn't he here? I'll tell you why. He's, he's… he's got me so flustered I can't even think! I-I just can't deal with this at the moment. Now, if you'll excuse me, I have an office to clean."

She turned back to the bookshelf, polishing the same spot. Holly gave her some breathing room to settle and grabbed a book off the floor. She flicked through the pages and came across one particular photo. It was very interesting.

Confusion sliced through Emma's core, adding to the stress she was already experiencing. There were so many intimate near misses with Will it threw her totally off balance and Emma was tired of walking the tightrope. The safety net protecting her was losing strength and very soon she would crash through, injuring not just herself, but the people she loved most. Like Carl. She didn't even want to go to Prom now, but the fact she was chaperoning and had already bought a dress made it pretty hard to cancel last minute.

"I know you're upset and angry right now and maybe I've caused it, I don't know. But if Will has made himself scarce this week, there's a damn good reason why. He's a wonderful man and thinks the world of you," Holly's voice softened, "and you think the world of him."

Emma stopped what she was doing and sighed, conceding. "I do. He's my best friend. We have a good friendship. A great friendship. Although of late, I don't know what we are."

"Well, tomorrow night's the perfect night to find out."

"I'm married to Carl, Holly. I love him. He's been very supportive of my problems, most of the time. And we're leaving for Seattle on Sunday."

"Hey, the heart wants what the heart wants. And your heart…" Holly said, pushing the open Thunderclap towards Emma, "…wants someone else."


	19. Prom Night

Prom night. A magical night. The stars in the night sky twinkled brightly, just like the gold and silver stars hanging from the gym ceiling. It was a beautiful clear evening, the perfect Saturday to celebrate. The McKinley High gym looked the best it ever had; the decorating committee sparing nothing to ensure the atmosphere reflected the 'Starry, Starry, Night' theme. Fairy lights twisted their ways around tables with star lanterns as centrepieces, metallic streamers and star garlands curved around the walls, along with matching balloons and foil door curtains leading to balloon covered arches set off the entrance and exits. And the stars. Lots of stars. And a disco ball. Glitter and metallic confetti stars were sprinkled all over the floor and buffet area. The lights were dimmed just right, a perfect setting for romance.

Will was nervous. Very nervous. He didn't have the courage to approach Emma all week. And he deeply regretted it. Not just from the kiss, but also knowing that he may not be able to control himself if he begged her to stay. The reality of her departure finally sunk in Friday afternoon, when he saw her empty office. The room was just another room now, soon to be someone else's. Someone who wasn't Emma. With Holly gone and Emma leaving, he had never felt more alone. But he wasn't ready to say goodbye to Emma. Not now, not when he finally realised that he needed her in his life. Emma was his drug, an addiction for which there was no cure.

He had spent the better part of the week not only working intensely with New Directions to prepare for Nationals and to sing at Prom, but also organising a few items for Saturday night. He promised a special night for Emma; even if she wasn't his girlfriend. Or wife. First off, his suit. The local suit hire business was perfect, and after subtly finding out what colour Emma's dress was from Coach Beiste, he purchased a matching bowtie and pocket square. Next, a corsage for Emma. It was her first prom after all. He collected it Saturday morning and popped it in the fridge for freshness. There were a couple other surprises too.

Will was treading on rocky territory now. But it was all or nothing for him. Even if Carl found out, even if it meant risking everything he believed in, like the sanctity of marriage and steering clear of married women. There was still a glimmer of hope that Emma might turn his way. Regardless, even if she didn't, he had to tell her.

Emma was nervous too. But for other reasons. Her body was worn and tired, dark circles forming under her eyes. She had cried all the way home on Friday, astounded that Holly was able to unravel her in just five minutes. Was it that obvious? Emma thought she had done a very good job at putting barriers between her and Will. After all, Emma took her vows very seriously. Carl was her number one. And yet, in retrospect, she had failed miserably.

Carl watched his beautiful wife dress for the evening. Her periwinkle formal gown hugged her body, fanning out at her calves, lightly touching the floor. Covered in beads and sequins, the satin piece had a single strap wrapping around her left shoulder, meeting the centre of the dress at the back. The diamante t-straps on her matching open-toed high heels encircled her tiny ankles. Never in her life had she felt as elegant as tonight. Carl kissed her naked shoulder, grinning. "You'll be the prettiest woman there, Emma." She smiled tiredly back at him, "Thanks, honey."

She had her hair done mid-afternoon, her hairdresser styling it up and away from her neck to elongate her look. A dainty vintage tiara and diamante-tipped bobby pins finished off the hairstyle; her soft curls hair-sprayed into position. Emma wanted to do her own make-up, endeavouring to hide those dark circles, which became almost invisible after careful application of the right concealer. Her eyes stood out even more after using jet-black mascara and eyeliner. A quick dust of pink shimmer on her cheekbones, a touch of vintage pink-coloured lipstick, three spritzes of her favourite perfume and she was ready.

And now, she was at McKinley High, at the prom, her very first. Carl dropped her off, kissing her goodbye. "I'll be back to collect you at midnight, Ems honey. Have a wonderful time."

Although she wasn't a student anymore and was chaperoning, she buzzed with excitement. She couldn't believe that this would be the last time to walk through the doors. Tomorrow, Seattle would be her home. It made her sad, but she smiled through her thoughts.

She walked in with Shannon Beiste, who was dressed in a two-piece navy formal outfit, sleeveless and calf-length skirt with a sheer beaded cardigan over the top. The gymnasium was starting to come alive, the music booming and students chatting and laughing, complementing each other on what they were wearing. Will was already at the prom, near the punch bowl, keeping a watchful eye on any students that may attempt to spike the drinks. In his hand, he held the plastic box which contained Emma's corsage. His other hand patted his suit jacket, reassuring himself that he hadn't forgotten the second box he brought with him. His eyes drifted to the gymnasium entrance, awaiting Emma's arrival.

And then she appeared, emerging through the foil curtains. His heart skipped a beat, his jaw dropping as he watched her making her way to the cloak area. Will couldn't take his eyes off her. She looked… different. Beautiful different. No, no, _sexy_ different. All those cardigans, blouses and skirts she wore to school were cute, but now, this was pure torture. He took a deep breath and strolled casually to her.

"Hi," Will said when he approached her.

"Hi," Emma replied. At just one look, her discontent of his absence at school slowly dissipated.

They stood in silence, committing each feature of one other into their memory.

"Wow, Emma, you look-you look, gorgeous." That was an understatement. In Will's vision, she was breathtaking.

Emma looked down at her shoes, blushing. "Thank you. You look very handsome in your suit." She didn't know what else to say. She wanted to keep this evening platonic. It would be the only way to survive. After Holly's confession, Emma didn't want to give cause for any further stumbling.

"I-I have something for you. In honour of your first prom," he presented the box, "a corsage for you." He took the white gardenia out of the box with the periwinkle ribbon and tied it to her wrist. "I hope you like it."

"It's so pretty Will, thank you." Emma looked admiringly at the corsage, touching the delicate petals. "Smells lovely too." This small gesture of kindness left Emma feeling all warm and cosy inside, Will was being so sweet, he promised to make tonight special, and this was already exceeding her expectations.

"Do you want a drink, or…?" He asked, motioning to the buffet area.

"Ummm… sure, that would be great," Emma said. They walked over to the punch bowl, Emma receiving a lot of attention from the students about her dress. She was feeling on top of the world. Will grabbed a plastic cup and scooped the orange liquid into it. "Is this okay? It's a new cup, just out of the packet." He handed her the cup. "Yes Will, all good," and took a sip of the fizzy drink. Will poured one for himself.

"So, what time do you fly out tomorrow? Does Cinderella need to be home at midnight?" Will laughed.

_Cinderella_. "We've got a 1pm flight, so no, I won't turn into a pumpkin if I don't get home by midnight!" They shared a chuckle. "Well, I guess we better get to chaperoning, I mean, that's why we're here, right? Let's catch up little later, what do you say?"

"Sounds nice, Em, I have to organise the Glee club now anyways, but later, definitely," he grinned his lop-sided grin and headed for the stage, where the club was waiting for him.

New Directions were greeted warmly on stage; the girls all decked out to the nines in their prom dresses. The boys looked smart in their suits. They started their set list, beginning with their original song 'Loser Like Me'. The students began to dance, enjoying the music and the live performance. They then returned to their roots, singing Journey's 'Don't Stop Believing' and finishing with Katy Perry's 'Firework'. By this time, the entire student body had come alive, begging for more when New Directions had finished.

Rachel took to the microphone, "Hi out there McKinley High! We're glad you liked our performance! We were only going to do three songs, but if you want more, we'll sing a little bit later for you!" Cheers erupted from the dance floor. _Finally_, Will though to himself, _finally, the Glee Club had proven to the school just how worthy it is and its importance to the students. This is it. We're back on top._

The music returned to the stereo player, the school's resident DJ, Jacob Ben Israel, manning the CD collection. He decided to put a slow dance song on, mostly to try and convince Rachel to dance with him, but she wouldn't have a bar of it.

"Hey, um, Em? Do you wanna dance?" Will approached her from behind, tapping her shoulder.

She hesitated, "Uh, not right now." Not a slow dance. Even though Will was a fantastic dancer, it wouldn't be fitting in front of the kids to see two teachers, one married, holding each other close, dancing to a slow song. According to Emma's theory, anyway. She hated putting him off like that, but that's what her conscience was telling her to do. He heart thought otherwise.

"Oh, okay. Well, I'll be right across the room, just in case you change your mind." He wasn't sure what happened between now and when they spoke earlier, Emma was acting slightly stand-offish. Will took it in his stride, but slunk back to his spot like a wounded puppy. He would have to try again to get her alone and away from the watchful eyes of the student body and faculty staff. Emma saw the dejection quite easily in his body language. She wanted to go after him, but fear stopped her. Instead, she stood off to the side of the room in a corner, checking on students and trying not to think of the hundreds of germs lurking in the bowl of chips that they were dipping into.

The night carried on with much fanfare; time flew by and finally it was 9pm. Prom King and Queen were announced moments earlier; Finn and Rachel were both surprised and shocked that they were chosen. Quinn could only glare at the two of them, especially since she had gone gangbusters on a campaign for her quest to become Prom Queen. The students applauded affably and the duo walked nervously onto the dancefloor for the Prom King and Queen dance. Simply Red's _Stars _began, and after a brief dance solo from Finn and Rachel, the rest of the juniors and seniors joined in. The circling disco ball bounced colourful lights off the decorations and ceiling, creating a magical atmosphere.

Will and Emma spent most of the evening apart. Will was becoming antsy; being so close but unable to communicate with her was unhinging. He spoke to the students and accompanied New Directions with their second set earlier, but his focus was solely on Emma. Perhaps it was desperation, or just plain foolhardy; this futile attempt to win Emma over her husband was going to leave him in deep water, possibly ruin their friendship and destroy everything. Or, it would be the most worthwhile risk ever taken.

Emma was beautiful. He always thought she was beautiful. And he wanted to dance with her, just to feel her in his arms one last time. So, for the second time that night, he wandered to Emma's corner and stood next to her.

"What about now?" Will inquired.

"I-I don't know, Will," Emma's voiced wavered.

"This," he attested, holding her arm to show the corsage, "should at least earn one dance… right?"

Emma looked at the corsage, then back at Will. He was trying his best to make this evening perfect for her, and here she was trying to shut him out. Prom was over in a few hours, and, then what?

"Please?"

Emma fiddled with Will's bowtie, which really didn't require adjusting and smiled. "I've love to. Lead the way."

Will twirled her onto the dance floor, resting his right hand on her waist, his left hand holding her right. She draped her left hand off his shoulder. Keeping a friendly distance apart, they moved with the beat of the music. Their eyes met; his, shining, hers, cloudy with fatigue, but alive with love.

He spun her out and in, and then dipped her, much to Emma's surprise. She laughed, "Again!" Another dip; lower and longer this time. She gazed up at the ceiling, all the decorations entrancing her, sparkling, bobbing up and down. Will grinned down at her, holding her tight. Right now, this moment, she had an adrenaline rush, breathless, like she was falling. She actually _was_ falling. Emma could feel her footing give way, but Will swiftly brought her upright, their noses almost touching.

"Don't worry, I've got you. You're in safe hands."

"Lucky you're here to catch me Will. Think of all the germs on the floor!" She giggled, adjusting her tiara. "Phew! It's still there!"

"Hang on, it's a little crooked, let me just…" Will moved the tiara so it sat properly on her ginger top. "There." He tapped the top of her head. As the lights dimmed further, the music faded out to the next song, Savage Garden's _Truly Madly Deeply_. The first few chords swelled through Will's body. Another favourite.

"Thank you. Hey, I didn't realise we matched – periwinkle and all," Emma pointed at the bowtie.

"I-ah, asked Shannon what you colour you were wearing. I hope you don't mind," Will took her by the waist; Emma put her hands on his shoulders.

"Not in the least. Thanks for doing all of this for me. You really have made tonight special."

"And it's just the beginning. Just had to convince you to dance with me! You still want to? This one's a bit slow, but it's a favourite of mine."

"Sure." They rocked from side to side, mesmerised by the lyrics and each other. Emma looked over Will's shoulder; everyone was doing the same, so why not? The fairy lights twinkled even brighter than before.

_I want to stand with you on a mountain,_

_I want to bathe with you in the sea,_

_I want to lay like this forever,_

_Until the sky falls down on me._

Emma closed her eyes; feeling the music engulf her emotions, she rested her head against Will's chest. His arms wrapped around her back, he loved Emma being this close to him. It felt so natural.

"I never thought I'd dance with you again, Emma. You look absolutely beautiful, like a princess. I know I've said it a hundred times, but I'll miss you," Will whispered in her ear.

Silent tears streamed down her face. _Here come the waterworks again. Get a grip on yourself Pillsbury._ But she could never do that in Will's presence. She could be anything in front of him and he wouldn't care. Emma was so confused. And tired. Everything was jumbled, she didn't know which way was up anymore.

"I'm scared, Will."

"About what?"

"Everything. Leaving. Moving. New people. What if my OCD never goes away? Carl wants me to see a therapist."

"I think you should, Em."

"I just…when will it all end? I'm exhausted. You know when you were a child and you'd climb into the quilt cover and all of sudden you were caught in the fabric and it took forever to find the exit? It's like that every day for me. I can't find a way out."

Still holding her close, Will felt her body shake from crying. "Do you want to take a breather? We'll go for a walk."

"Mm-hm." Emma clasped his hand and they left Starry, Starry Night behind them.


	20. Will Confesses

Raindrops sprinkled down from the night sky. Thunder rumbled off in the distance. Emma wasn't too keen on getting wet, so instead they walked through the McKinley High halls for the final time. They stopped at the teacher's lounge first so she could fix her makeup; a little bit of mascara had run and marked her cheek. Emma wiped it away and reapplied her lipstick. "All good."

"Let's just walk and see where our feet take us, hey?" Will suggested.

They wandered aimlessly around the building hand in hand, the pair reminiscing of good times and bad. Fights they had broken up, Kurt throwing up on Emma's shoes, Sue's ridiculous comments about Will's hair and the time when Emma stood up to Figgins after the Regionals loss last year. Her office was now a hollowed-out shell; she paused outside for the longest time, peering through the glass windows.

Their last stop was at the choir room. Will unlocked the door and turned one set of lights on, enough to see but not draw attention to anyone that may be walking by. He closed the door behind them and took a seat at the piano. The room, normally bursting with music and voices, was now quiet as a mouse.

"So…are you feeling any better?" Will crossed one leg over the other.

"A little, not much," Emma owned up as she fiddled with her clutch.

Will sighed. "Take a seat Em." She sat down next to him. "Does Carl know? That you're scared?"

Inaudibly, Emma replied, "No. Not the real reasons behind it."

"Why not?"

"Because I'm not going to dump even more of my problems onto him. He already has to deal with my OCD and all that comes with it."

"But Em, that's a part of you. If Carl loves you... I know if I were… uh, well, you know… you should be able to talk to him about anything. You're a unit; a family. I mean, you talk to me."

"It's different with you, Will."

"I don't see how."

"Please understand; Carl is very accommodating and caring, when he's not working late or called out. It's been such a rotten week and he's been there for me when he could. It's not fair on him; I love Carl too much to become more of a burden. And I might be afraid of change, but it might make me a stronger person and help me overcome my OCD."

"It's not healthy keeping everything bottled up, Em."

"Where were you this week, Will? Where was the friend that I could always talk to?"

"I've treated you horribly, Em, giving my word not to screw up our friendship. I couldn't face you after Regionals, but I'm not going to hide my feelings anymore. So I wrote a song for you."

"You what?"

"Just listen." He propped up some sheet music, placed his fingers on the keys and began to play. The melodious ballad swelled as his voice sang delicately to the hand-written lyrics.

_One kiss changed my entire life_

_A whirlwind of magic and wonder_

_Thought it was goodbye_

_Yet I was wrong_

_Your tender lips touching mine cannot lie_

He turned his head in Emma's direction. Emma sat quietly, focussing on Will's hands gliding over the ivories.

_I can see the sadness in your eyes_

_You've never taken me by surprise_

_I know you so well_

_You won my heart_

_Captured by your sweet personality I fell_

_You were my destiny_

_We could have had a fine romance_

_But for now let's make a memory_

_Let's have one last dance_

Will stopped playing, yet the melody continued to flow from the tips of his fingers, into the deepest corners of his mind. He hoisted her off the piano seat, swinging her out into the open space of the choir room.

"Let's dance Emma, just one more time," Will spoke as he began to sing a Capella.

_Emma, I need to tell you so much_

_But for now I've only got tonight_

_It's hard to explain_

_Words unspoken_

_I'll never see your beautiful smile again_

They dance around the room, taking their time, letting the lyrics do all the work.

_You were my destiny_

_We could have had a fine romance_

_But for now let's make a memory_

_Let's have one last dance_

"Will, you're making this hard for me," Emma gently wept on his shoulder.

"Sshhh… it's okay," the suave glee coach comforted her before continuing.

_I don't wanna walk away with regrets_

_And you need to know the truth_

_Adorable eyes_

_Dry your tears_

_Holding you close, can't say my goodbyes_

_My heart is torn in two_

_And I don't know what to do_

_But everywhere you go_

_Take my love with you_

He spun her under his arm, letting her twirl back into his chest, then spinning her again until they were face to face.

_You were my destiny_

_We could have had a fine romance_

_But for now let's make a memory_

_Let's have one last dance_

_Let's have one last dance_

Dipping her as he sang the last line, Will looked into her glorious eyes, returning her smile. "I-uh, I had to tell you how I felt. For me, song was the only way. I hope you understand." Will brought her back up to eye-level. His urge to kiss her right then and there was overshadowed by the urge to hear her response. So he restrained himself.

"I do. What you did, just then, was so sweet and so beautiful. And so touching. But it's only made my heart break even more." Her glistening eyes fixed on his, the only pair of eyes that could reach and stir his heart.

"Well, I have something that will cheer you up," Will reached into the hidden pocket in his jacket. He pulled out a blue box with gold trim and placed it in Emma's hand. "Go on, open it!"

"Will, what have you done, I…ohhh…" Emma caught her breath. The box opened to reveal an 18k gold treble clef brooch, encrusted in diamonds. "I-I think I'm going to cry again. It's so pretty. You shouldn't have." Emma kissed his cheek. The tears began to fall for what seemed like the millionth time that night.

"Here, let me put it on you." Will unhooked the treble clef from the backing board and pinned it onto the right side of Emma's dress. The brooch glistened in the shadows. She attempted to dry her eyes, but they kept overflowing.

"It's a goodbye present. I-uh, I bought it the day after we kissed for the first time and wanted to get you something special. I know how much you like vintage items. And this was perfect. I've had it in my closet for the longest time. In the days after we'd decided to not date until my divorce was final, I would look at it, waiting for the moment when we could finally be a couple. Although that never eventuated, I want you to have it in remembrance of our friendship. So whenever you wear it, think of me." Will's face twitched; his forced effort to stop from breaking down failed.

"Don't cry, Will." She stroked his cheek. He placed his hand on top of hers.

"I still love you, Emma," Will finally confessed, concentrating on the floor and the soft touch of her hand on his face.

"I know you do."

"You do?"

"Uh-huh."

Will edged closer. "H-how do you feel about that?" He tried to read her face, wishing, hoping, that she felt the same.

"I-I have very strong feelings for you. But I can't love you back. I'm so sorry." Emma took a step back, breaking contact with the man in front of her. The man who so clearly adored everything about her. The man who only a moment before was singing a song he wrote for her. The man whose life she just completely shattered.

Will felt his heart tumble and hit the floor, smashing into pieces. "No… No."

"I'm committed to Carl. We're husband and wife. Tomorrow I'm leaving with him." Emma could only be honest with him. It was the truth. The truth that she had to say, even if uncertainty skulked like a phantom around the words she spoke.

"I don't care if you are husband and wife. Don't go. Stay with me. Please."

"I can't stay with you. I took vows. I'm _married_. Don't make this difficult than it already is. We have to stop. The looks, the embraces, the affection; everything. I'm just as much to blame and I hate myself for letting it get this far, but we need to let go." She turned away from him, crossing her arms. A sympathetic hand came to rest on her shoulder.

"No matter how hard I've tried, I can't rid you from my system. I've become lost in you. And I'll be lost without you. I've tried to understand the reasons why we keep doing this to ourselves. We're connected Emma, through and through. Like a magnet and steel, a moth to a flame –"

Emma turned, interrupting, "Moths that are drawn to flames only get burnt."

He shook his head. "Not you. Not me. Not this time. You once said that some things are worth fighting for. And Emma, you're worth fighting for. You're everything to me." He reached for her, still not ready to admit defeat.

"I'm also everything to Carl. He loves me; he's a good man that only wants the best for me. He's helping me overcome my problems, puts me on a pedestal and damn it Will, he's the best thing that's ever happened to me!"

"If he's the best thing that ever happened to you, why did he take you to Vegas to get married? Away from your family and friends, the most important day in your life and no one knew? Huh? Answer me that!" Will shot back. _Harsh, Will, harsh_. Thunder rumbled overhead. The storm was closing in.

"Oh Will, why are you doing this? Is this my punishment because I said no? You choose to denigrate my decisions and my husband because I choose to stay loyal to the man I married? You said you were happy for me; I'm following my dreams, remember? It's the last time we'll see each other, let's not argue." Her hands began to shake.

"I'm trying to make you understand that Carl, as wonderful a man as you claim he is, only married you because you still love me!" Lightning flashed outside, illuminating the room for a split second.

"That's a lie!" Emma retorted. _He's being so cruel._ That was the moment when she finally broke. Her right hand became uncontrollable, but extremely accurate as it smacked Will across the cheek. The same cheek she kissed moments before. It stunned him for an instant; he knew it was well deserved.

A jolt of despair struck her foundations, tears raging. "If your intention was to destroy whatever moral fibre I had left, you have succeeded." _I just hit Will. Oh gosh I just hit Will!_ Emma was shaking, eyes never breaking contact with his.

Will clenched his teeth, his cheek smarting from the pain. "I want what's best for you. Despite everything, you still have a naivety about you, which I hope he's not taking advantage of. Emotional injury is hard to cure." He bowed his head. "I love you Em; possibly too much. Regardless of what I think, it's your life, your marriage, and your future. I have no right to criticise your decisions or judgement. You're right – you're following your heart and dreams like I told you to. I've done everything I said I wouldn't. Plus I ruined prom for you. If this ends our friendship, totally understandable."

Emma said quietly, "I think it best for the both of us if I go home. I don't belong here anymore." She pulled the tiara off her head and stepped into the hallway. Being a princess didn't live up to her expectations.

How did everything turn so sour? Too much, too strong, too soon. Will knew all the risks, but had never prepared himself for this kind of rejection. For any rejection, although he thought there would be a slight possibility she'd choose Carl, but a better chance of choosing Will. He pictured her jumping into his arms; happy her hero Will rescued her from a marriage that wasn't really a marriage. They'd leave prom early and drive back to his place, where they would collapse in his comfortable bed and just sleep, holding each other. For that was all they needed – closeness, contentment and peace. Sex with Emma didn't enter Will's mind; he wanted to take things slow, until they were both ready to commit to something greater than themselves. No more rebounds, no more rushing, only a permanent reunion. A second chance to get it right.

The rain pounded harder on the roof, Lima would be in for a massive storm tonight. The town would be fine tomorrow, but nothing could mend the storm that demolished Will and Emma's friendship.

No answer on Carl's mobile. And the room phone went straight to mailbox. He was always unavailable at the most inopportune times. Again and again she tried, frantic to get out of the school. Nothing. Maybe he was called in for another emergency. She called for a taxi instead.

Will noticed she was having trouble getting in contact with Carl. "Do you want me to drive you to the hotel?"

"I'd rather wait out in the rain for a taxi," Emma said flatly. She was drained.

"But you'll get soaked. And surely sitting in a taxi creeping of germs will flare up your OCD…"

"All my energy and rage is gone. I don't care anymore."

Will knew when to back away, but wanted to say one last thing. "Emma, I appreciate you being angry with me. But believe me, if anything goes wrong, if it doesn't work out, if you need a shoulder to cry on, if you change your mind, I'll be waiting."

Emma turned on her heels and headed for the bus stop.


	21. Carl's Surprise

Rain pounded the roof of the bus shelter Emma was sitting under. Finally, a glow of headlights drove towards her. The taxi was on time for once. Emma hopped in and directed the driver to the hotel. She sat in silence, the entire conversation with Will replaying over and over.

_Why did he take you to Vegas to get married? _His words rattled around her head like dice in a cup. _Carl only married you because you still love me!_ It began to bother her, leaving her feeling unsettled like after eating a heavy meal. _I think I made a mistake. What if Will was right?_ Long ago, Emma would hang on every word, every suggestion that Will said. Now…

But what if Will was wrong?

Emma loved Carl. She really did. He was patient. Sometimes. He would comfort her at night. When he was home. He indulged in her innocence. When he wasn't scolding her. But that's all part of marriage. Taking good with the bad. Wasn't it? Nothing was ever smooth sailing. Nevertheless, he kept her best interests at heart.

Emma began to question everything. Her marriage. Her feelings for Will. Her feelings for Carl. Her OCD. Was anything real anymore? Or was this all a dream? _More like a nightmare. _ She was grateful for Carl. He really was a rock, her safe house. Stable. Secure. He had big plans for their future. His dream was becoming reality…_his dream._ What about Emma's dreams? Carl was so intent on Emma working alongside him at the dental surgery, quashing all attempts for her to look for employment as a guidance counsellor elsewhere.

Emma lied to Will. Yes she had strong feelings. That part was true. She couldn't love him back. Now that was an outright lie. She could, she really could. She wanted to.

Carl loved Emma. He really did. From the top of her ginger hair to her pretty little toes, he loved every single inch of her. He couldn't wait to whisk her away to Seattle, start a new life, have his best girl working with him and have a family. If she would ever let him touch her intimately. He wanted to make love to her so much it hurt. And not have it influenced through any means other than pure desire. Carl longed for the night when he could consume all of her, transcending Emma's wildest imaginings. And his own.

Carl wanted to make it work. There were the roses, intimate candlelight dinners, all that cuddling. Holding her at night while she battled her internal demons, her worries, and her problems. The tears. So many tears. Emma's reluctance to help herself was becoming apparent, in fact, her condition was backpedalling. He lost his temper many times, later wishing he could take it all back. Emma was his delicate little flower. He wanted her to start blooming, to come out from under the petals that were hiding the real her.

She paid the taxi driver and ran into the hotel foyer, escaping from the rain. The ride up in the elevator took forever, but finally the familiar 'ding' noise sounded and the doors opened to Emma's floor. Her shoes padded the carpet as she briskly walked to the room. She swiped the credit card-like key through the door handle slot. The green light flashed and clicked. Turning the handle, she stepped inside.

To an empty room. Well, almost empty.

"Carl?"

The lights were on, dimmed, curtains drawn. Pink and red rose petals dotted the white carpet, outlining a path to the bedroom. Intrigued, Emma picked up a couple of the petals and followed their lead. The king-sized bed, neatly made and covered in more petals, had a square, silver box with a thick, transparent red ribbon sitting on top. A bottle of wine was chilling in a silver ice bucket to the left of the bed, two matching glasses on the bedside table. Her favourite non-dairy chocolates were there, a couple of boxes propped against the bed lamps. Soft easy listening music filled the air, along with the scent of rose-infused candles burning on the dressing table.

"Carl, are you here?" No answer.

Emma sat on the bed, breathing in the atmosphere, staring in wonderment with what Carl had organised. Her thoughts were foggy, marginally tinged with joy, loaded with regrets. And worry. The corsage, still tied to her wrist, felt heavy and tight against her skin. She untied it, throwing it into her cosmetic bag, unable to bear the pain that came with it. She fiddled with the brooch, tracing the diamonds again and again. Accepting the present from Will only made things worse. She kept seeing his downcast expression, even the crinkles around his eyes were sad. Emma wanted to retract every word, every movement, every look she gave Will which led to her sitting here on a bed by herself, waiting for a husband who appeared to have gone to so much effort to seduce his own wife, a wife who was terrified of being intimate. No, no, she wasn't terrified of being intimate, just terrified of being intimate with _him_. Because she was afraid she wouldn't feel anything. Because she was afraid it wouldn't mean anything. Because she was afraid she'd call out Will's name instead of Carl's in case she did, it did.

Emma flopped backwards on the bed, staring at the ceiling. _Stop feeling this way Emma. You're a married woman. It's been over four months. _She wanted her marriage to be a success. _ It's obvious that nothing is going to change the situation unless you make an effort. _Emma wanted to make the effort, but not with Carl_. Why are you torturing yourself? Just admit it. Admit it! It's okay to love someone else._ Tears welled in her eyes before trickling past her temples.

There was no refuting it anymore. Emma wanted Will. Not only Will, other things too, like to work in a career that gives her pleasure, to not be trapped in a one-sided marriage, and most importantly, to be free or at least have control of her OCD. Emma loved Carl very dearly, but these things would never eventuate if she remained married to him. She saw that now.

Was it too late? Telling Carl would without a doubt break him. Emma didn't know if she could. Or know what the ramifications would be. Would he yell? Perhaps. Would he kick her our in the street? Almost certainly. Would he hit her? Emma didn't want to know. Maybe it was best to say nothing, pretend she never had these thoughts, move on and things will improve. Maybe. Then what? Deny herself of happiness? Emma knew what she wanted, but was so scared she could not think clearly, her reasoning becoming muddled in the mess of her love life. She bolted upright, heart pounding, when she heard the door open.

Carl whistled as he entered the hotel room. In his hands, a bunch of red roses wrapped in tissue paper, a gift for Emma. He had almost forgotten them in his haste to prepare her surprise before he went to collect her. The last thing to do, draw a steaming hot bubble bath; by the time he returned with Emma, it would be the perfect temperature. He admired his handiwork with the petals, and continued to walk into the bedroom, stunned to see Emma staring back at him.

"I spoiled your surprise, didn't I?" Emma shyly commented.

"Emma, how come you're back so soon? Is everything okay?" Carl rushed up to her, dropping the roses on the bed.

"Everything is fine, I decided to come home early and get some rest. I took a taxi. I tried calling you, you must have been out."

"Do you know how hard it is to find a florist in the rain at night? I must have driven up and down every single street of Lima before finding one that was still open. Sorry I wasn't here to take your call." Carl placed his hands on her bare shoulders and kissed her sweetly on the lips. Emma cupped his elbows and closed her eyes, allowing him to kiss her deeply. With his index finger, he traced the top of her dress, her skin burning from his touch.

"Hey, that brooch," Carl tapped the treble clef on Emma's dress, "You didn't have that on when you left. Another present from the Glee kids?"

"Uh, no, actually. T-this is from Will." Emma opened her eyes and nervously awaited his reaction. _Will_. How she loved that name rolling off her tongue.

Carl didn't seem fazed. "Schuester, ha," he scoffed. "What did he think he was doing, giving you junk jewellery?"

"I-I thought it was a nice gesture," Emma replied softly, looking down at the sparkling diamonds, refusing to tell Carl that the brooch was not 'junk', rather worth quite a lot of money. But the cost didn't matter; Will could have given her a handmade daisy chain and she still would have treasured it.

"Let's forget about Schuester for one night, hey babe? Here," Carl started, passing her the roses, "these are for you."

"Thank you, they're lovely," Emma replied as she sniffed their pleasant scent. The roses were gorgeous, long-stemmed and a beautiful deep red. She laid them back on the bed as Carl picked up the silver box.

"Now, this is something we'll both enjoy. The lady at the lingerie shop helped me choose," Carl smirked at Emma as he spoke. Emma opened the box and pulled out the smallest, most flimsy piece of black transparent material she'd ever seen.

Emma had a confused look on her face, so Carl explained. "It's a teddy, Ems. You're going to look so sexy in it. So sexy that as soon as you wear it, I'll want to rip it off and make love to you." He wanted her to wear it right now. Just seeing her hold the teddy between those fingers drove him wild.

"It, uh, leaves nothing to the imagination," Emma coughed. The teddy was not her style. None of this was her style. If only she could scurry away. Too late: she'd have to go through with everything. Carl sidled next to Emma as they sat on the bed. He wrapped his arms around her, guiding her backwards so he was lying to the side of her. Carl kissed her neck, moving his mouth along her jaw line before meeting her silky lips. His tongue glided its way into Emma's mouth, spinning around hers like a hula-hoop. Carl then shifted his weight so he was completely on top of her.

"I can't wait until you're working beside me at the dental surgery. Just think, driving to work together, lunch together, I'm not gonna let you out of my sight, and I don't know how I'm going to keep my hands off you," Carl grinned, tweaking her nose.

Emma was not keen on those plans. "Don't you think there'll be a bit too much togetherness? Besides, I've had a long think and I really want to continue being a guidance counsellor. It's who I am."

"That's not what we discussed, Ems." His voice grew terse. "You know that. It's time to try something else now."

"Well it's what I want, Carl," Emma sternly replied. She sat up, pushing him aside. That comment made her mad. "It's what I want and you'll have to accept it. I want to be able to work with children, help them with their problems, even if I can't face my own. I want the pleasure in knowing that I'm leading them in the right direction. I want to be the best I can be."

"Anything else you want? New car? New shoes? Another treble clef brooch? How about a year's supply of sanitising wipes?" Carl's sarcasm reached an all time high. Emma was at the end of her tether; badgering her about her OCD was unforgiveable.

"I want…I want…" Emma stammered. She knew she didn't want to tolerate anymore of his crap, he was so vindictive when he got a bee in his bonnet. _Courage, Emma, courage. Just say it!_

"I want out." She exhaled deeply, all the weight, all the pressure alleviated in three simple words.

Carl shook his head. "You want out? What do you mean you 'want out'?"

"I want out. Out of this marriage. Out of this life I'm living with you. I'm sorry Carl, this is not going to work."

"For Christ's sake Ems, it's one fight. Don't overreact." _I want out._ Carl was having trouble understanding the validity of her statement.

"I'm not overreacting. In fact, I'm thinking the clearest I've ever thought before."

"You can't give up on us now. What about Seattle, our new life? What about –"

"Why did you marry me Carl?" Emma cut him off. She had to know.

"I married you because I fell in love with you." He reached for her hand, kissing her wrist.

"Is that the only reason?" She pursed her lips. 

"I wouldn't have married you if I didn't." Whoa. Emma heard herself say the same line once. A line she used to convince herself that that was the reason for marrying Carl. This time, she wasn't buying it.

"That doesn't answer my question. Or maybe it does. You want to know what I think. I think you married me because you wanted me all to yourself."

"Is there something wrong with that?" He asked.

"There is if the reason behind it was so no one else could have me. Fear that I might stray, or that someone would fight for me, and you'd lose. Tied down, your precious little prize to keep behind a glass cabinet so no one could touch me."

"There may have been some underlying factors, but I swear Emma, they weren't intentional. Tell me then, why did you agree to marry me?"

"There was love, no doubt. I was in over my head, being impulsive, trying to forget what I was leaving behind, and settling for you because I thought it would be in my best interests. I was wrong." Emma looked at Carl's face, her damaging words about settling for him fracturing his pride. His whole life; his family; his Emma; gone in a flash. He wasn't going to cry, just hold it inside until the time was ready.

"I never meant to hurt you, Carl." Emma placed a gentle hand on his forearm. "Let's be honest. We married each other for the wrong reasons. We got married on a whim, in Vegas, of all places. We don't know each other at all."

"How can I get to know you if you won't let me? It's not like I haven't tried. Once we get to Seattle, settle in at the dental surgery, everything will be better."

"That's your dream; I have my own, and it's not going to come to fruition if I have to put it aside for yours. I thought we had the same dreams, but we don't. That's why I can't go with you to Seattle. I love you so much Carl, but there's someone here, in Lima, that I want to spend my life with," Emma spoke softly, truthfully, hoping and praying that Carl would understand.

"Schuester?" Carl gritted his teeth. _Will Schuester. Why am I not surprised?_

Emma nodded. _If he still wants me. _"I still care for you."

His voice grew cold. "Get out. Get out now." Carl pointed towards the door.

"Let me explain –"

"I'll send all your stuff back. Along with the annulment papers." His unfeeling tone ripped through Emma's heart.

"I just – I just, I want us to remain friends," she sniffled.

"Put it this way, don't expect a Christmas card," was Carl's answer. So much for leaving on good terms. Emma quickly gathered what possessions in the hotel room were hers and dragged her suitcase to the door.

"One more thing," Carl said as he watched her leave, "I hope you're as frigid with Schuester as you were with me."

That did it. The floodgates opened. She pulled the wedding ring off and threw it at Carl, pulling the door shut with such force, she almost toppled over. Still dressed in her gown, tears flowing freely, she trudged down to her vehicle. It was still pouring rain outside, the gutters overflowing and she struggled putting the suitcase in her car, getting soaked from the pelting rain.

Finally, Emma ignited the engine and drove away. She had no idea where to go or where to stay for the night. There was however, one place she knew she'd be safe. Her life was in complete shambles. What she really needed now was some guidance.


	22. Finally Together

Will polished off his second beer after arriving home half an hour earlier. His feet were resting on the coffee table, tie loosened, shirt unbuttoned, watching who knows what on the television. He burped, long and loud, freeing the bubble inside his stomach. But there was one bubble, one solitary, lonesome bubble, bouncing around his insides, refusing to leave. It made his feel sick.

Sick enough to drink one more beer. Sick enough to kick every freestanding object in his apartment. Sick enough to cry like he did the day he stubbed his toe when he was seven. His mum was there, ready with a bandaid and a kiss to make him feel better. Will wished Emma was here with him right now, kissing him, to make this pain go away. He imagined what that would be like, her sweet, tender mouth, gliding over his chest and shoulders, setting his body ablaze with delight. His lips would then meet hers, his strong hands stroking her slim figure, satiating his hunger for her body. _If only_, Will thought.

He yawned. The rain outside was making him sleepy. No point falling asleep on the couch. He'd rather fall asleep in a comfortable bed even if he was to curl up next to a pillow instead of a warm body. But first; a shower. To wash away the memory of Prom, his disastrous evening, not to mention Emma's perfume. Throwing away the empty beer bottles in the recycling container, he stretched, walked to the bathroom, closed the door and began to undress. His suit, all crumpled, smelling on Emma, lay on the floor. He couldn't be bothered to put it in the laundry hamper. It would need to be dry cleaned anyway. The bowtie, the specifically Emma-matching bowtie, he carefully placed on the bathroom sink.

Will turned first the cold water, then the hot water tap. He allowed the water to heat up before stepping into the steam-filled cubicle. Lathering up, Will sung softly to himself. The spot where Emma socked him was tender to the touch, and a little swelled. He shoved his head under the shower, drowning out any thoughts and noises. He didn't hear the buzzer.

Emma tried for the third time. No answer. She called his home phone. Still no answer. She had parked outside Will's apartment complex two minutes earlier and ran for shelter at the front of the building carting the suitcase behind her. She was drenched; the rain not letting up. The bottom of her dress was soaked, her hair all askew and sticky. Emma pounded on the glass doors, trying to grab somebody's – anybody's – attention. It was around midnight; everyone would be tucked up in their beds. More mascara inked down her cheeks, she thought she had already cried it away, no such luck. She could no longer tell if it was rain dripping down her face or tears. She pressed Will's buzzer again. "C'mon, c'mon!" Emma called out. There was no way she was going to sleep in her car. First one, then two sneezes, surely all this rain would give her the flu; goosebumps began to dimple her cold skin.

Emma was desperate to get inside, to stop shivering. The only way, it seemed, was up. She left the suitcase underneath the buzzer panel and circled the building, looking for the fire escape to Will's apartment. Her high heels dug into the soft earth, making it extremely difficult to move around. Those beautiful shoes would be ruined, all muddy and dirty. Luckily Will was only on the third floor; Emma had a slight fear of heights. She found the metal scaffolding staircase and began her climb. Each footstep wobbled, clanging as she stepped higher and higher. His apartment was one over from the corner apartment. She was so determined to reach his window; there was no time to think of germs, messes or what lurked on the railings she touched.

With her heart thumping and breathing growing heavier by the second, the treacherous climb was almost complete. Emma was scared; she had almost slipped twice before kicking off those shoes. She watched them plummet to the ground. There was not one part of her that wasn't completely saturated. The rain really had it in for her tonight, beating on her face, making it hard to see. It bucketed down and was supported by a huge clap of thunder. She jumped; the lightning not far behind the thunder. Finally, _finally_, she reached Will's window. Peering through the rain, she could make out a light coming from the bathroom. She banged on the glass with her fist, anxious and upset. Everything that Carl said to her, especially that last cutting comment, pierced her heart over and over.

"Will, Will!" She cried out, fully aware that he wouldn't hear her through the rain.

Bang. Another bang. Will, out of the shower and drying himself, heard the dull noise. He thought he heard a ringing noise or something earlier, but couldn't be sure. Bang-bang. This was definitely coming from outside. Wrapping the towel around him, he ran to the living room towards the window. It was pitch black out; a few orange security lights cast enough light to see someone, a female, sitting on the stoop, frantically hitting the window. He looked closer, recognising that familiar shape, could it be…

"Emma?" _What the hell?_

"Will, open up!" He couldn't hear what she was saying, but was able to read her lips perfectly. Emma looked miserable. Will unlocked the window and helped the rain-soaked guidance counsellor inside. She clung to his bare body, shaking, sobbing, in dire need of comfort and warmth.

"Oh my god, Em, how on earth did you get up there? What are you doing here?" He wrapped his arms around her cold body to help thaw her out.

"I pressed the buzzer so many times and called your phone; there was no answer, so I climbed the fire escape. I didn't know where else to go, C-Carl…marriage…o-over…suitcase," Emma was becoming harder to decipher, her cries interrupting her words. Will closed his eyes, devastated for her and held her tighter, offering more solace.

"Oh Em, I… I'm so, so sorry to hear that." And he sincerely was. "But you could have hurt yourself, climbing up here in that dress, you could have tripped or fallen or worse, all that rain… uh… where are your shoes?" He saw her bare feet.

Emma's teeth were chattering. "They k-kept getting caught in the f-framework, I had to take them off. They're on the ground, s-somewhere." She looked at him, her big eyes all red and hair scruffy like a bird's nest. He wiped some of the water off her face, pushing her damp hair away.

"Don't worry about the shoes. Look, how about I go and get them, and your suitcase? You can have a shower, and I'll… get dressed," Will forgot he was wearing just a towel. Embarrassed, he gave a nervous laugh and walked to his bedroom to put some clothes on. _Just a towel._ He was practically naked in front of her. Now _he_ had the shivers. He swiftly put on a cotton t-shirt and boxers and returned to the living room. Emma was still standing there, she looked so helpless and fragile, more so than ever before. He wanted to scoop her up in his arms like his did the day of Regionals, but this time take her to his bedroom.

"Uh, Will… can you unzip me? I'm having a bit of trouble," Emma asked. He stepped behind her and wrestled with the zipper until it finally gave, the wet fabric uncovering her smooth back, lightly dusted with freckles.

"Thanks," she smiled sadly at him. She unpinned the brooch and placed it on the table. It was the most beautiful brooch ever and didn't want it to get ruined.

"I'll be back with your suitcase soon," Will replied. "Just grab a towel out of the linen cupboard, under the sink." Emma nodded, her dress swishing all the way to the bathroom.

Emma was still in the shower when Will returned upstairs. He placed the suitcase next to the bathroom door. "Hey Cinderella," he called out, "I've got your shoes and your suitcase is just out here, okay?" The water stopped. Will heard her step out of the shower. Emma put a towel around her and opened the door a peep. She smiled at him, grateful for his assistance.

"I'll give you some privacy, use my room if you like," Will stepped away and went to the kitchen to make a pot of tea. He filled two cups with chamomile tea and placed everything down on the coffee table. He took a sip of the tea and waited for Emma.

"Mmmm… is that chamomile I smell?" Emma inquired. She sat on the couch next to Will in her purple nightgown. The same nightgown that she wore that night the last time she was in his apartment. Will felt his body heat up, and it wasn't just from the tea.

"It sure is; I made you a cup." Will pointed to the table. Emma took a small gulp.

"How's your face? I apologise for hitting you."

"Oh, that's okay. I'll live. And I had it coming." He rubbed his cheek.

Emma sniffled. "I screwed up Will. Big time."

"What happened?"

"I told him I changed my mind about working in the surgery and wanted to remain a guidance counsellor. He didn't take it very well. He asked me what else I wanted and I said I wanted out. You were so right Will. I need to follow _my_ dreams, what _my_ heart wants, what feels right for _me_. Carl didn't get it. I wanted his dreams to be mine too, but somewhere along the line…" She couldn't finish her sentence.

"You realised that the two of you were on the same island yet so isolated from each other. And he wanted everything his way. No give and take."

"Uh-huh. We should never have gotten married. He did care for me but only when it suited him. I went through so much and ended up detaching myself because I felt so alone." She covered her face with her hands.

"Emma, you're not to blame here, okay? Things like this happen all the time."

"Do you think I'm distant? Do you think I push people away? Carl and I were never sexually intimate and in the end he used it against me. He used it against me and it hurt so bad," Emma blinked back those tears that fell so freely now.

"Y-you never… oh Emma," he sighed softly, holding her hand. "He's a jerk, such a jerk to make you feel this way, you deserve so much better."

"And as much as I loved him, I was confused by my feelings for you. I told him I loved you instead and he hit the roof." Emma stopped, catching her breath. The silence was deafening.

"I love you, Will."

For what seemed like eternity, Will had craved hearing those words from Emma's lips. _I love you_. It gave him an instant surge of life. His heartbeat picked up, and tears formed in his eyes. "Em, there's no one else I would rather hear those words from. You are the most adorable, sweetest, wonderfully intriguing woman I have met. I'm so in love with you," he smiled broadly. The merriment inside his head was exhilarating.

Emma turned to him. "Why couldn't Carl see what you see? Why couldn't I control my OCD around him but with you I don't think about it? What's wrong with me, Will, what's wrong with me?"

"There's nothing wrong with you. You're beautiful… so beautiful." He repositioned himself closer.

"I can't explain why I get cold feet. I want to know what it's like, how it feels, everything, just like the next person. I want to be touched Will, I want to."

"Like this?" He swooped towards her pretty face, gathering her lips with his. She let out a squeak from the back of her throat, drinking in the touch and taste of Will Schuester. How she missed it. He deepened the kiss slowly, sweeping his tongue through her mouth, rediscovering territory that was always his. Emma placed her hands around his neck, drawing Will closer with her need for him increasing by the second. "Mmhmm," Emma hummed.

The kiss continued, neither wanting to come up for air. Will murmured a deep sigh, teasing her slowly with his tongue. Deliciously slow. She clutched his curls as he pressed himself harder against her body. Emma had never felt so wicked in her life. Yes, she had made out with Carl, but this, tonight, held no comparison.

"I want you, Emma Pillsbury," Will whispered in her ear after nipping kisses along her jaw line. He squeezed her soft ear lobe between his lips, causing Emma to whimper. He had found her weakness. He ran his fingers down her side to her thigh, hovering near her centre. All her nerves tingled from his touch. _I want you._ No one had ever said that to Emma before. She felt desirable and loved for the first time.

Emma met his mouth again, tracing her tongue around his lips, before coming to rest on his bottom lip. His bottom lip was so supple; she enjoyed nibbling on it, giving him a rush of satisfaction. Her hands slipped under Will's shirt, scratching her nails upwards over his stomach and chest. "I want you, Will Schuester," Emma gasped as she felt his arousal against her leg. He ripped his shirt off, allowed her better access to his upper body. She loved the cut of his muscles, her fingers flexing, touching and groping at his chest. Emma felt his lips latch onto her neck, his tongue making circles and his hands cupping her breasts through her nightgown. She was braless, making Will's appetite for her crazier than ever. _I want you._ A jolt surged through her body, the lower part of her desperate to experience all of Will.

"Do you want to go further?" Will pushed away any thoughts of regrets or mistakes he had with Emma in the past. Tonight, well, this morning, Emma was finally his, and he would surrender everything to hang onto the woman he loved. He wanted her to know that what they were doing now came second to his love for her. And he wasn't going to push her to do something she wasn't prepared for, but he yearned for her to say yes. Even if she said no, he just wanted to be close to her, to hold her, longing for Emma to finally release herself from whatever it was that was detaining her emotions.

Emma grinned at him uncontrollably. She nodded, breathless, "Uh-huh, I really do." That was all the encouragement Will needed. He gathered her up off the couch and carried her to his bed, kissing her all the way. At this moment, he felt powerful, as if he could conquer anything with Emma in his arms. She made him feel bold. He was her knight in shining armour, or in this case, boxers. No body armour, clothes or otherwise, would keep them apart for long.

He laid her tenderly on the covers, kissing her cheek. He kneeled next to the bed, bringing his face close to her, his eyes sparkling.

"What?" Emma asked playfully, tickling under his chin.

"I'm looking at the prettiest woman on earth. She had no idea how much I love her and want to make love to her, right now."

"Well, the prettiest woman on earth is waiting for the most handsome man on earth to make love to her." She kissed him full on the lips, long and hard, a kiss urging him to take her now.

He climbed into bed with her, his excitement becoming apparent; it was almost possible to camp under his boxers. More than ever, he wanted to see Emma naked, the sheer nightgown of hers clinging to her body drove him wild. He undid the bow at the neck, kissing her collarbone. Emma relished in his moist kisses, Will knew just where to touch her to elicit her senses, like he knew her body inside out.

Her body was shaking with nervousness as Will's hands slid under her nightgown, lifting it at the same time. He noticed her breathing had changed and she stopped him with her hands.

"Uh… Will, I, I'm not sure…" Emma panted.

"Em, do you trust me?" He asked. She nodded, looking into his eyes.

"You know I would never hurt you. I'll guide you through. Just let yourself go, the rest will take care of itself," Will kissed her stomach. Emma sat up, pulling her nightgown over her head, tossing it onto the floor. "Is this letting myself go?" Emma smirked at him, lying back so he could take in her naked body.

"You little sneak you, you're in for it now," Will examined the female figure which lay in his bed, trying to comprehend how all of his imaginings about Emma finally became reality. Emma giggled, beckoning him to come closer.

He fondled the elastic on her underwear, tracing an invisible line with his index finger just above her area. Emma became jittery, these new feelings making her fizz like soluble aspirin in water. He kissed her stomach again before moving north, clutching both breasts with his hands, massaging and tweaking her nipples. He gripped her shoulders and sucked on the valley between her breasts, moving his lips to the right peak. As he suckled on her erect nipple, Emma found her voice, moan after pleasurable moan escaping from her mouth. He moved to the next one as she grasped his head, pushing him further into her chest.

Emma felt heat between her thighs and rolled on top of Will, straddling him. She gave him an open mouthed kiss, her tongue swirling viciously around his month, pressing herself against him as much as she could, feeling him hard against her leg; his hands kneaded her backside, fingers probing up and down her back, his last round pulling down her underwear, then his own. He touched between her legs; she was slick and warm. Emma bucked her hips in response; it felt so good.

"I need you now, more than ever," the breathless voice panted in his ear. Emma kissed his neck, her fingers running through his head. Will groaned, "Good, 'cause I don't know how much longer I'm going to last, you're so sexy, you set me on fire." He turned her over so he was on top. Will reached in to the top drawer of the bedside table and pulled out a foil packet. He ripped it open with his teeth and covered himself as he positioned his body between Emma's legs. She brought her knees up ever so slightly as he lay on top of her.

"Ready?" Will puffed. "It's going to hurt a bit, but I'll take it slow." Emma whispered back, "Ready." He placed his tip at her entrance and pushed himself through gently, as far as he could go for the moment. Emma winced, but Will held his position, as well as eye contact, and then started to slide in and out, allowing her body to get used to the size.

Her breathing quickened, as did his. She arched her back and the next time he pushed himself through, she pushed back, hard. "Deeper please Will, I need all of you." He thrust himself further into Emma's body, meeting her resistance. She cried out as he broke through, her yelp muffled by his mouth over hers. He pinned her arms down with his, interlocking fingers, kissing away every tear that fell, every cry she made, as their bodies moved together in harmony. She called out his name repeatedly, each one more desperate than the last. Will responded with breathing her name into her ear. He moaned into her mouth and neck, biting and imprinting his mark on her velvet skin. This was tipping Emma over the edge. "Mmm…more, Will, more!" The feeling inside her changed from pain to illicit pleasure; she wanted Will inside her forever.

"Ohhh Emma, I'm about to, uh, you know, release," Will struggled for breath. She wrapped her legs around his thighs as his continued to plunge himself even further, giving him better access. "Uh-huh…" was all she could say, overwhelmed with bliss. One final push and as she surrounded him fully, he came, bellowing her name, collapsing on her. Emma grunted, the noise originating from the depths of her stomach. She whimpered in delight as she coiled her arms around his back. He kissed her on the forehead, then the lips, nice and slow before realising he might be crushing her. Will removed himself and lay next to her, arms around her waist. They got underneath the covers and Emma cuddled up into his body, their earlier friction creating endless heat; she was all warm and cosy, albeit at bit sore.

"Mmm, Will, you were amazing. Right now, there's no place I'd rather be than here, with you."

"No, my sweet,_ you _were amazing. Our bodies make beautiful music together, we're a perfect match." He rubbed her stomach as she leaned up to kiss him.

"I just-just love you so much, and I'm sorry it took so long to admit it."

"Well, we'll have to make up for lost time. Let's not rush this, we've been given a second chance and I can't afford to lose you again." Will ran his fingers through her hair.

"I don't want to lose you either," Emma said.

"Do you want to have a shower? We, uh, got a little messy," Will laughed.

Emma smiled. "Uh-uh. I want to lie here with you forever in this wonderful mess. We can clean up in the morning."

Will kissed the back of her neck. "Goodnight my fair Emma."

"Goodnight my handsome prince." She drifted off to sleep, enveloped in the arms of her hero.

The storm cleared by early morning. Everything outside sparkled from being washed clean and the sun was busy awaking the residents of Lima to a new day.

Will could smell the faint scent of Emma all over his body. She lay there, wrapped up in the sheets, wearing one of his t-shirts. Her ginger hair was strewn over the pillow, curled and tousled. Will watched her sleep. Unable to control himself, he kissed her on her red, swollen lips. Her eyes blinked open and she grinned up at him.

"Hey you."

"Hey, beautiful."

Will's eyes looked lovingly at her, full of adoration for the attractive guidance counsellor. Emma cupped his face with her hands, rubbing her thumb over the stubble that grew overnight. He smelt incredible, making her melt inside. Happiness was etched on her face. So Will was surprised when she started to cry.

"Emma, why are you crying?" He wiped a tear away with his index finger.

"Because, I never imagined you and me, what we did, it's real, it's really real and you're still here, I'm still here and nothing else matters. I love you more than I ever thought possible." Emma held him tightly.

"Hey, hey, no more tears now, we're finally together," he kissed her nose. "I love you too. We're meant to be, soul mates. I never want to give you up again. You're a hard habit to break, Emma."

She kissed him sweetly on the lips. "So are you."


End file.
